Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Nov. 30, 2016 | Dec. 31, 2016 | May 31, 2016 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | IHS Markit Ltd. | ||
Entity Central Index Key | 1,598,014 | ||
Current Fiscal Year End Date | --11-30 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Nov. 30, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 406,912,344 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 3.6 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Nov. 30, 2016 | Nov. 30, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 138.9 | $ 291.6 |
Accounts receivable, net | 635.6 | 355.9 |
Income tax receivable | 26 | 4.6 |
Deferred subscription costs | 55.6 | 52.8 |
Assets held for sale | 0 | 193.4 |
Other current assets | 77.4 | 52.2 |
Total current assets | 933.5 | 950.5 |
Non-current assets: | ||
Property and equipment, net | 416.2 | 314.4 |
Intangible assets, net | 4,351.8 | 1,014.7 |
Goodwill | 8,209.8 | 3,287.5 |
Deferred income taxes | 14.8 | 6.6 |
Other | 10.5 | 3.8 |
Total non-current assets | 13,003.1 | 4,627 |
Total assets | 13,936.6 | 5,577.5 |
Current liabilities: | ||
Short-term debt | 104.6 | 36 |
Accounts payable | 58.9 | 59.2 |
Accrued compensation | 174 | 105.5 |
Accrued royalties | 35.7 | 33.3 |
Other accrued expenses | 257.1 | 118.4 |
Income tax payable | 11.9 | 23.3 |
Deferred revenue | 770.2 | 552.5 |
Liabilities held for sale | 0 | 32.1 |
Total current liabilities | 1,412.4 | 960.3 |
Long-term debt | 3,279.3 | 2,071.5 |
Accrued pension and postretirement liability | 33 | 26.7 |
Deferred income taxes | 995.1 | 259.5 |
Other liabilities | 74.7 | 58.6 |
Commitments and contingencies | ||
Redeemable noncontrolling interest | 57.7 | 0 |
Stockholders' Equity: | ||
Common shares, $0.01 par value, 3,000.0 and 569.1 authorized, 454.1 and 250.0 issued, and 415.0 and 240.2 outstanding at November 30, 2016 and 2015, respectively | 4.5 | 2.5 |
Additional paid-in capital | 7,210.9 | 1,051.3 |
Treasury shares, at cost: 39.1 and 9.8 at November 30, 2016 and 2015, respectively | (499.1) | (317) |
Retained earnings | 1,806.9 | 1,655.3 |
Accumulated other comprehensive loss | (438.8) | (191.2) |
Total shareholders' equity | 8,084.4 | 2,200.9 |
Total liabilities and shareholders' equity | $ 13,936.6 | $ 5,577.5 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Millions | Nov. 30, 2016 | Nov. 30, 2015 |
Stockholders' Equity: | ||
Common shares, par value per share | $ 0.01 | $ 0.01 |
Common shares, shares authorized | 3,000 | 569.1 |
Common shares, shares issued | 454.1 | 250 |
Common shares, shares outstanding | 415 | 240.2 |
Treasury shares, shares | 39.1 | 9.8 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Revenue | $ 2,734.8 | $ 2,184.3 | $ 2,079.8 |
Operating expenses: | |||
Cost of revenue | 1,037.7 | 819.2 | 815.2 |
Selling, general and administrative | 907.1 | 795.3 | 789.8 |
Depreciation and amortization | 335.7 | 215.1 | 181.2 |
Restructuring charges | 22.8 | 39.4 | 8.8 |
Acquisition-related costs | 161.2 | 1.5 | 1.9 |
Net periodic pension and postretirement expense | 10 | 4.5 | 6.7 |
Other expense (income), net | (0.1) | 1.5 | (1.3) |
Total operating expenses | 2,474.4 | 1,876.5 | 1,802.3 |
Operating income | 260.4 | 307.8 | 277.5 |
Interest income | 1.3 | 0.9 | 1 |
Interest expense | (119.4) | (70.9) | (55.4) |
Non-operating expense, net | (118.1) | (70) | (54.4) |
Income from continuing operations before income taxes and equity in loss of equity method investee | 142.3 | 237.8 | 223.1 |
Benefit (provision) for income taxes | 5.1 | (48.9) | (45.1) |
Equity in loss of equity method investee | (4.5) | 0 | 0 |
Income from continuing operations | 142.9 | 188.9 | 178 |
Income from discontinued operations, net | 9.2 | 51.3 | 16.5 |
Net income | 152.1 | 240.2 | 194.5 |
Net loss attributable to noncontrolling interest | (0.7) | 0 | 0 |
Net income attributable to IHS Markit Ltd. | $ 152.8 | $ 240.2 | $ 194.5 |
Basic earnings per share: | |||
Income from continuing operations attributable to IHS Markit Ltd. | $ 0.46 | $ 0.78 | $ 0.73 |
Income from discontinued operations, net | 0.03 | 0.21 | 0.07 |
Net income attributable to IHS Markit Ltd. | $ 0.49 | $ 0.99 | $ 0.80 |
Weighted average shares used in computing basic earnings per share | 309.2 | 243.4 | 242.4 |
Diluted earnings per share: | |||
Income from continuing operations attributable to IHS Markit Ltd. | $ 0.45 | $ 0.77 | $ 0.72 |
Income from discontinued operations, net | 0.03 | 0.21 | 0.07 |
Net income attributable to IHS Markit Ltd. | $ 0.48 | $ 0.97 | $ 0.79 |
Weighted average shares used in computing diluted earnings per share | 316.3 | 246.4 | 245.8 |
Consolidated Comprehensive Inco
Consolidated Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Net income | $ 152.1 | $ 240.2 | $ 194.5 |
Other comprehensive loss, net of tax: | |||
Net hedging activities | 4.1 | (5.1) | (7.3) |
Net pension liability adjustment | (1.3) | 0.5 | (5.4) |
Foreign currency translation adjustment | (250.4) | (79.9) | (37) |
Total other comprehensive loss | (247.6) | (84.5) | (49.7) |
Comprehensive income (loss) | (95.5) | 155.7 | 144.8 |
Comprehensive loss attributable to noncontrolling interest | (0.7) | 0 | 0 |
Comprehensive income (loss) attributable to IHS Markit Ltd. | $ (94.8) | $ 155.7 | $ 144.8 |
Consolidated Comprehensive Inc6
Consolidated Comprehensive Income Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Tax on net hedging activities | $ (2.8) | $ 3.3 | $ 4.8 |
Tax on net pension liability adjustment | $ 0.6 | $ (0.6) | $ 3.2 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows $ in Millions | 12 Months Ended | ||
Nov. 30, 2016USD ($) | Nov. 30, 2015USD ($) | Nov. 30, 2014USD ($) | |
Operating activities: | |||
Net income attributable to IHS Markit Ltd. | $ 152.8 | $ 240.2 | $ 194.5 |
Reconciliation of net income to net cash provided by operating activities: | |||
Depreciation and amortization | 335.7 | 235.5 | 202.1 |
Stock-based compensation expense | 206.2 | 135.4 | 167.4 |
Gain on sale of business | (41.5) | 0 | 0 |
Impairment of assets | 0 | 4.6 | 0 |
Excess tax benefit from stock-based compensation | (5.6) | (5.5) | (13.3) |
Net periodic pension and postretirement expense | 10 | 4.5 | 6.7 |
Undistributed loss of affiliates, net | 2.2 | 0 | 0 |
Pension and postretirement contributions | (5.7) | (5.9) | (13.5) |
Deferred income taxes | 6.7 | (34.9) | (10.3) |
Change in assets and liabilities: | |||
Accounts receivable, net | (8.5) | 56.1 | 36.4 |
Other current assets | 12.3 | (15.6) | (8.8) |
Accounts payable | (12.5) | (4.1) | (11.4) |
Accrued expenses | 35.6 | (0.1) | 36.2 |
Income tax | (44.7) | 32.1 | 6.3 |
Deferred revenue | (14.6) | (34.2) | 29.7 |
Other liabilities | 9.9 | 4.5 | 6.1 |
Net cash provided by operating activities | 638.3 | 612.6 | 628.1 |
Investing activities: | |||
Capital expenditures on property and equipment | (147.6) | (122.9) | (114.5) |
Acquisitions of businesses, net of cash acquired | (1,014.4) | (369.9) | (210.4) |
Proceeds from sale of business | 190.9 | 0 | 0 |
Intangible assets acquired | 0 | 0 | (0.7) |
Change in other assets | (4.5) | (3.8) | (4.6) |
Settlements of forward contracts | (7.2) | 0.6 | 6.2 |
Net cash used in investing activities | (982.8) | (496) | (324) |
Financing activities: | |||
Proceeds from borrowings | 4,018 | 550 | 2,485 |
Repayment of borrowings | (3,364.8) | (261.2) | (2,817.2) |
Payment of debt issuance costs | (22.8) | 0 | (19) |
Excess tax benefit from stock-based compensation | 5.6 | 5.5 | 13.3 |
Proceeds from the exercise of employee stock options | 147.3 | 0 | 0 |
Repurchases of common stock | (605.8) | (248.9) | (59.9) |
Net Cash Provided by (Used in) Financing Activities | 177.5 | 45.4 | (397.8) |
Foreign exchange impact on cash balance | 12.8 | (22.1) | (11.5) |
Net increase (decrease) in cash and cash equivalents | (154.2) | 139.9 | (105.2) |
Cash and cash equivalents at the beginning of the period | 293.1 | 153.2 | 258.4 |
Cash and cash equivalents at the end of the period | 138.9 | 293.1 | 153.2 |
Cash and cash equivalents associated with discontinued operations at the end of the period | 0 | (1.5) | 0 |
Cash and cash equivalents from continuing operations at the end of the period | $ 138.9 | $ 291.6 | $ 153.2 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Stockholders' Equity - USD ($) shares in Millions, $ in Millions | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Loss [Member] | Employee Stock Option [Member] | Employee Stock Option [Member]Common Stock [Member] | Employee Stock Option [Member]Additional Paid-in Capital [Member] | Employee Stock Option [Member]Treasury Stock [Member] | Employee Stock Option [Member]Retained Earnings [Member] | Employee Stock Option [Member]Accumulated Other Comprehensive Loss [Member] |
Balance, shares at Nov. 30, 2013 | 239.7 | |||||||||||
Balance at Nov. 30, 2013 | $ 1,907 | $ 2.4 | $ 786.9 | $ (45.9) | $ 1,220.6 | $ (57) | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Share-based award activity, shares | 3.5 | |||||||||||
Share-based award activity, value | 94.5 | $ 0.1 | 154.4 | (60) | 0 | 0 | ||||||
Excess tax benefit on vested shares | 13.3 | 0 | 13.3 | 0 | 0 | 0 | ||||||
Net income attributable to IHS Markit Ltd. | 194.5 | 0 | 0 | 0 | 194.5 | 0 | ||||||
Other comprehensive loss | (49.7) | $ 0 | 0 | 0 | 0 | (49.7) | ||||||
Balance, shares at Nov. 30, 2014 | 243.2 | |||||||||||
Balance at Nov. 30, 2014 | 2,159.6 | $ 2.5 | 954.6 | (105.9) | 1,415.1 | (106.7) | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Share-based award activity, shares | 2.9 | |||||||||||
Share-based award activity, value | 80.5 | $ 0 | 91.2 | (10.7) | 0 | 0 | ||||||
Excess tax benefit on vested shares | 5.5 | $ 0 | 5.5 | 0 | 0 | 0 | ||||||
Repurchases of common shares, shares | (5.9) | |||||||||||
Repurchases of common shares, value | (200.4) | $ 0 | 0 | (200.4) | 0 | 0 | ||||||
Net income attributable to IHS Markit Ltd. | 240.2 | 0 | 0 | 0 | 240.2 | 0 | ||||||
Other comprehensive loss | $ (84.5) | $ 0 | 0 | 0 | 0 | (84.5) | ||||||
Balance, shares at Nov. 30, 2015 | 240.2 | 240.2 | ||||||||||
Balance at Nov. 30, 2015 | $ 2,200.9 | $ 2.5 | 1,051.3 | (317) | 1,655.3 | (191.2) | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Share-based award activity, shares | 2.7 | |||||||||||
Share-based award activity, value | $ 151.4 | $ 0 | 183.7 | (32.3) | 0 | 0 | ||||||
Option exercises, shares | 6.4 | 6.4 | ||||||||||
Option exercises, value | $ 147.3 | $ 0 | $ 147.3 | $ 0 | $ 0 | $ 0 | ||||||
Excess tax benefit on vested shares | $ 3.4 | $ 0 | 3.4 | 0 | 0 | 0 | ||||||
Repurchases of common shares, shares | (17.1) | |||||||||||
Repurchases of common shares, value | (570) | $ 0 | 0 | (570) | 0 | 0 | ||||||
Common shares issued in connection with the Merger, shares | 182.8 | |||||||||||
Common shares issued in connection with the Merger, value | 6,247.4 | $ 2 | 6,245.4 | 0 | 0 | 0 | ||||||
Cancellation of treasury shares, shares | 0 | |||||||||||
Cancellation of treasury shares, value | 0 | $ 0 | (420.2) | 420.2 | 0 | 0 | ||||||
Net income attributable to IHS Markit Ltd. | 152.8 | 0 | 0 | 0 | 152.8 | 0 | ||||||
Noncontrolling interest activity | (1.2) | 0 | 0 | 0 | (1.2) | 0 | ||||||
Other comprehensive loss | $ (247.6) | $ 0 | 0 | 0 | 0 | (247.6) | ||||||
Balance, shares at Nov. 30, 2016 | 415 | 415 | ||||||||||
Balance at Nov. 30, 2016 | $ 8,084.4 | $ 4.5 | $ 7,210.9 | $ (499.1) | $ 1,806.9 | $ (438.8) |
Business Combinations
Business Combinations | 12 Months Ended |
Nov. 30, 2016 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations During the year ended November 30, 2016 , we completed the following acquisitions: CARPROOF. On December 24, 2015, we acquired CARPROOF, a Canada-based company that offers products and services in vehicle history, appraisal, and valuation for the automotive industry, for approximately $459.2 million , net of cash acquired. We acquired CARPROOF in order to expand our vehicle history report services into Canada. This acquisition is included in our Transportation segment. Oil Price Information Service (OPIS). On February 10, 2016, we acquired OPIS, an internationally referenced pricing reporting agency that serves the oil, natural gas, and biofuels industries, for $652.3 million , net of cash acquired. OPIS information primarily serves the downstream energy market, and we completed this acquisition in support of our efforts to further diversify our energy portfolio. This acquisition is included in our Resources segment. Merger with Markit Ltd. As described in Note 1 above, we completed the Merger on July 12, 2016 in an all-share transaction. The following table shows the calculation of the purchase consideration (in millions, except for Markit closing price): Markit shares issued and outstanding at merger date (1) 179.79 Markit closing price $ 32.70 Total equity consideration $ 5,879.1 Additional consideration for stock compensation 368.3 Total purchase consideration 6,247.4 Less cash acquired (97.1 ) Purchase price, net of cash acquired $ 6,150.3 (1) Excludes restricted stock awards that were issued and outstanding as of the merger date, but were not yet vested. Markit is a leading global provider of financial information services. Its offerings are designed to enhance transparency, reduce risk, and improve operational efficiency in the financial markets. We have created a new Financial Services segment for Markit's business, and we have included revenue and expense attributable to Markit in the Financial Services segment from the date of the Merger. Markit contributed $449.0 million of revenue and a loss of $37.7 million from continuing operations for the post-Merger period ended November 30, 2016. The following unaudited pro forma information has been prepared as if the Merger had been consummated at December 1, 2014. This information is presented for informational purposes only, and is not necessarily indicative of the operating results that would have occurred if the Merger had been consummated as of that date. This information should not be used as a predictive measure of our future financial position, results of operations, or liquidity. Year ended November 30, Supplemental pro forma financial information (unaudited) 2016 2015 (In millions) Total revenue $ 3,450.9 $ 3,297.7 Net income $ 291.9 $ 107.6 The pro forma net income excludes $70.0 million of one-time merger and transaction costs for the year ended November 30, 2016 . The purchase price allocation for these acquisitions is preliminary and may change upon completion of the determination of fair value. The following table summarizes the preliminary purchase price allocation, net of acquired cash, for these acquisitions (in millions): CARPROOF OPIS Markit Total Assets: Current assets $ 6.4 $ 13.8 $ 305.6 $ 325.8 Property and equipment 2.2 1.7 61.2 65.1 Intangible assets 168.3 200.3 3,288.8 3,657.4 Goodwill 330.0 464.6 4,281.0 5,075.6 Other long-term assets — — 10.5 10.5 Total assets 506.9 680.4 7,947.1 9,134.4 Liabilities: Current liabilities 2.7 3.2 250.8 256.7 Deferred revenue 0.2 24.8 230.8 255.8 Deferred taxes 44.5 — 693.7 738.2 Long-term debt — — 546.5 546.5 Other long-term liabilities 0.3 0.1 17.9 18.3 Noncontrolling interest — — 57.1 57.1 Total liabilities and noncontrolling interest 47.7 28.1 1,796.8 1,872.6 Purchase price, net of cash acquired $ 459.2 $ 652.3 $ 6,150.3 $ 7,261.8 Of the goodwill recorded for these acquisitions, approximately $739.9 million is tax deductible. During the year ended November 30, 2015 , we completed the following acquisitions, none of which were material either individually or in the aggregate: JOC Group Inc. (JOC Group). On December 9, 2014, we acquired JOC Group, a global supplier of U.S. seaborne trade intelligence. We acquired JOC Group in support of our strategy to build integrated workflow solutions that target critical industry and government needs relating to global trade. Infonetics Research, Inc. (Infonetics). On December 15, 2014, we acquired Infonetics, a provider of communications technology market intelligence. We acquired Infonetics to support our objective of providing customers with a global, end-to-end view of the information and communications technology supply chain. Rushmore Associates Limited (Rushmore Reviews). On February 3, 2015, we acquired Rushmore Reviews, a service provider for drilling and completions solutions in the oil and gas industry. We acquired Rushmore Reviews in order to complement our existing set of well information assets and expand them globally. Dataium. On March 25, 2015, we acquired Dataium, a U.S.-based company that provides business intelligence and analysis to the automotive industry. We acquired Dataium in order to enhance our automotive offerings with Dataium's compilation and analysis of online automotive shopping behavior and markets. Root Wireless, Inc. (RootMetrics). On April 17, 2015, we acquired RootMetrics, a provider of mobile network analytics. We acquired RootMetrics in order to strengthen our position in telecommunications analytics and market intelligence, particularly related to the mobile user experience. The following table summarizes the purchase price allocation, net of acquired cash, for all acquisitions completed in 2015 (in millions): Total Assets: Current assets $ 18.4 Property and equipment 1.9 Intangible assets 139.4 Goodwill 271.1 Other long-term assets 2.0 Total assets 432.8 Liabilities: Current liabilities 1.7 Deferred revenue 18.1 Deferred taxes 43.0 Other long-term liabilities 0.1 Total liabilities 62.9 Purchase price $ 369.9 During the year ended November 30, 2014, we completed the following acquisitions, none of which were material either individually or in the aggregate: Global Trade Information Services (GTI). On August 1, 2014, we acquired GTI, a leading provider of international merchandise trade data. We acquired GTI in order to support our strategy of building integrated workflow solutions that target industry needs related to global trade. PCI Acrylonitrile Limited (PCI Acrylonitrile). On August 28, 2014, we acquired PCI Acrylonitrile, a provider of information and analysis on the acrylonitrile propylene derivative product. We acquired PCI Acrylonitrile in order to strengthen our position in chemical market advisory services. DisplaySearch and Solarbuzz. On November 6, 2014, we acquired the DisplaySearch and Solarbuzz businesses of The NPD Group. DisplaySearch conducts global primary research in display technology and Solarbuzz provides market intelligence, research, and forecasting for the solar industry. We acquired these two businesses in order to strengthen our supply chain offerings for displays and to help us develop new offerings in the solar market. PacWest Consulting Partners (PacWest). On November 17, 2014, we acquired PacWest, a provider of information, market intelligence, and strategic analysis to the upstream unconventional oil and gas industry. We acquired PacWest in order to expand our presence in the hydraulic fracturing and related unconventional space. The following table summarizes the purchase price allocation, net of acquired cash, for these acquisitions (in millions): Total Assets: Current assets $ 6.6 Property and equipment 0.3 Intangible assets 88.5 Goodwill 130.3 Other long-term assets — Total assets 225.7 Liabilities: Current liabilities 0.6 Deferred revenue 14.3 Other long-term liabilities 0.4 Total liabilities 15.3 Purchase price $ 210.4 |
Nature of Business
Nature of Business | 12 Months Ended |
Nov. 30, 2016 | |
Accounting Policies [Abstract] | |
Nature of Business | Nature of Business On July 12, 2016, IHS Inc. (IHS), a Delaware corporation, Markit Ltd. (Markit), a Bermuda exempted company, and Marvel Merger Sub, Inc. (Merger Sub), a Delaware corporation and an indirect and wholly owned subsidiary of Markit Ltd., completed a merger (Merger) pursuant to which Merger Sub merged with and into IHS, with IHS surviving the Merger as an indirect and wholly owned subsidiary of Markit. Upon completion of the Merger, Markit became the combined group holding company and was renamed IHS Markit Ltd. (IHS Markit, we, us, or our). In accordance with the terms of the Merger agreement, IHS stockholders received 3.5566 common shares of IHS Markit for each share of IHS common stock they owned and IHS Inc. common stock was delisted from the New York Stock Exchange and deregistered under the Securities Exchange Act. The Merger has been accounted for as a business combination in accordance with Accounting Standards Codification (ASC) Topic 805. This standard requires that one of the two companies in the Merger be designated as the acquirer for accounting purposes based on the evidence available. We have treated IHS as the acquiring entity for accounting purposes, and accordingly, the Markit assets acquired and liabilities assumed have been adjusted based on fair value at the consummation of the Merger. Any excess of the purchase price over the fair value of identified assets acquired and liabilities assumed has been recognized as goodwill. In identifying IHS as the acquiring entity for accounting purposes, IHS Markit took into account the voting rights of all equity instruments, the intended corporate governance structure of the combined company, and the size of each of the companies. In assessing the size of each of the companies, IHS Markit evaluated various metrics, including, but not limited to: assets, revenue, operating income, EBITDA, Adjusted EBITDA, market capitalization, and enterprise value. No single factor was the sole determinant in the overall conclusion that IHS is the acquirer for accounting purposes; rather, all factors were considered in arriving at our conclusion. IHS Markit currently qualifies as a foreign private issuer (FPI) under the rules of the SEC until at least the end of fiscal 2017. However, even while we continue to qualify as an FPI, we will report our financial results in accordance with U.S. generally accepted accounting principles (U.S. GAAP) and have voluntarily elected to file our annual, quarterly, and current reports on Forms 10-K, 10-Q, and 8-K. Our segments are organized to address customer needs by industry and workflow, as follows: • Resources , which includes our Energy and Chemicals product offerings; • Transportation, which includes our Automotive; Maritime & Trade; and Aerospace, Defense & Security product offerings; • Consolidated Markets & Solutions (CMS), which includes our Product Design; Technology, Media & Telecom; and Economics & Country Risk product offerings; and • Financial Services , which includes our Information; Processing; and Solutions product offerings. We offer the majority of our products and services through recurring fixed and variable fee arrangements, and this business model has historically delivered stable revenue and predictable cash flows. Our business has seasonal aspects. Our fourth quarter typically generates our highest quarterly levels of revenue and profit. Conversely, our first quarter generally has our lowest quarterly levels of revenue and profit. We also experience event-driven seasonality in our business; for instance, CERAWeek, an annual energy conference, was held in the first quarter of 2016 and will be held in the second quarter of 2017. Another example is the biennial release of the Boiler Pressure Vessel Code (BPVC) engineering standard, which generates revenue for us predominantly in the third quarter of every other year. The most recent BPVC release was in the third quarter of 2015 and the next release will be in the third quarter of 2017. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Nov. 30, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Fiscal Year End Our fiscal year ends on November 30 of each year. References herein to individual years mean the year ended November 30. For example, 2016 means the year ended November 30, 2016 . Consolidation Policy The consolidated financial statements include the accounts of all wholly owned and majority-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. In July 2014, legacy Markit acquired a controlling stake in Compliance Technologies International LLP. At the time of the acquisition, a back-to-back put/call option for the shares held by the noncontrolling interest was established, with the earliest exercise date being July 2017. Subsequent to the Merger, the put/call option has been accounted for as mezzanine equity, with current income or loss being recorded as an adjustment to the mezzanine equity balance and the mezzanine equity balance accreting value up to the earliest redemption date. The carrying value of the mezzanine equity approximates fair value. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires that we make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Significant estimates have been made in areas that include valuation of long-lived and intangible assets and goodwill, income taxes, pension accounting, allowance for doubtful accounts, and stock-based compensation. Actual results could differ from those estimates. Concentration of Credit Risk We are exposed to credit risk associated with cash equivalents, foreign currency and interest rate derivatives, and trade receivables. We do not believe that our cash equivalents or investments present significant credit risks because the counterparties to the instruments consist of major financial institutions that are financially sound or have been capitalized by the U.S. government, and we manage the notional amount of contracts entered into with any counterparty. Substantially all trade receivable balances are unsecured. The concentration of credit risk with respect to trade receivables is limited by the large number of customers in our customer base and their dispersion across various industries and geographic areas. We perform ongoing credit evaluations of our customers and maintain an allowance for probable credit losses. The allowance is based upon management’s assessment of known credit risks as well as general industry and economic conditions. Specific accounts receivable are written off upon notification of bankruptcy or once the account is significantly past due and our collection efforts are unsuccessful. Segments We periodically reassess our identification of operating segments. As a result of changes in our organizational structure in the fourth quarter of 2015, we changed our segments from a geographic view to a product category view. In 2016, as a result of the Merger, we created a new Financial Services segment, which consists entirely of the legacy Markit business. Consequently, our chief operating decision maker (CODM) reviews operating results at the Resources, Transportation, CMS, and Financial Services segment level when determining how to allocate resources and assess performance. Fair Value Measurements Fair value is determined based on the assumptions that market participants would use in pricing the asset or liability. We utilize the following fair value hierarchy in determining fair values: Level 1 – Quoted prices for identical assets or liabilities in active markets. Level 2 – Inputs other than quoted prices within Level 1 that are observable either directly or indirectly, including quoted prices in markets that are not active, quoted prices in active markets for similar assets or liabilities, and observable inputs other than quoted prices such as interest rates or yield curves. Level 3 – Unobservable inputs reflecting our view about the assumptions that market participants would use in pricing the asset or liability. Our cash, accounts receivable, and accounts payable are all short-term in nature; therefore, the carrying value of these items approximates their fair value. The carrying value of our debt instruments other than our senior notes approximate their fair value because of the variable interest rate associated with those instruments. The fair value of the senior notes is included in Note 8, and is measured using observable inputs in markets that are not active; consequently, we have classified the senior notes within Level 2 of the fair value hierarchy. Our derivatives, as further described in Note 7, are measured at fair value on a recurring basis by reference to similar transactions in active markets and observable inputs other than quoted prices; consequently, we have classified those financial instruments within Level 2 of the fair value hierarchy. Our pension plan assets, as further described in Note 13, are measured at fair value on a recurring basis by reference to similar assets in active markets and are therefore also classified within Level 2 of the fair value hierarchy. Revenue Recognition Revenue is recognized when all of the following criteria have been met: (a) persuasive evidence of an arrangement exists, (b) delivery has occurred or services have been rendered, (c) the price to the customer is fixed or determinable, and (d) collectibility is reasonably assured. The majority of our offerings are provided under recurring agreements containing standard terms and conditions. A significant proportion of our revenue is derived from these recurring revenue arrangements, which are initially deferred and then recognized ratably as delivered over the term of the agreement for annual contractual periods billed up front, or is billed and recognized on a monthly basis. For recurring revenue, the timing of our cash flows generally precedes the recognition of revenue and income due to the receipt of payment in advance of delivering our services. In recurring revenue arrangements that are based on volume usage, we recognize revenue in line with the usage in the period. Customers are invoiced on a monthly basis to reflect actual usage under these arrangements. Revenue is recognized upon delivery for non-recurring sales. In certain locations, we use dealers to distribute our product offerings. For recurring product offerings sold through dealers, revenue is recognized ratably as delivered to the end user over the term of the agreement. For non-recurring product offerings sold through dealers, revenue is recognized upon delivery to the dealer. We do not defer revenue for the limited number of recurring sales where we act as a sales agent for third parties and have no continuing responsibility to maintain and update the underlying database. We recognize this revenue on a net basis upon the sale of these products and delivery of the information and tools. Services We provide our customers with service offerings that are primarily sold on a stand-alone basis and on a significantly more limited basis as part of a multiple-element arrangement. Our service offerings are generally separately priced in a standard price book. For services that are not in a standard price book, as the price varies based on the nature and complexity of the service offering, pricing is based on the estimated amount of time to be incurred at standard billing rates for the estimated underlying effort for executing the associated deliverable in the contract. Revenue related to services performed under time-and-material-based contracts is recognized in the period performed at standard billing rates. Revenue associated with fixed-price contracts is recognized upon completion of each specified performance obligation. See discussion of “multiple-element arrangements” below. If the contract includes acceptance contingencies, revenue is recognized in the period in which we receive documentation of acceptance from the customer. Software In addition to meeting the standard revenue recognition criteria described above, revenue from software arrangements must also meet the requirement that vendor-specific objective evidence (“VSOE”) of the fair value of undelivered elements exists. As a significant portion of our software licenses are sold in multiple-element arrangements that include either maintenance or, in more limited circumstances, both maintenance and professional services, we use the residual method to determine the amount of license revenue to be recognized. Under the residual method, consideration is allocated to undelivered elements based upon VSOE of the fair value of those elements, with the residual of the arrangement fee allocated to and recognized as license revenue. We recognize license revenue upon delivery, with maintenance revenue recognized ratably over the maintenance period. Delivery for software sales is deemed to occur upon electronic shipment of the license key to the end user. We have established VSOE of the fair value of maintenance through independent maintenance renewals, which demonstrate a consistent relationship of pricing maintenance as a percentage of the discounted or undiscounted license list price. VSOE of the fair value of professional services is established based on daily rates when sold on a stand-alone basis. Multiple-element arrangements Occasionally, we may execute contracts with customers which contain multiple offerings. In our business, multiple-element arrangements refer to contracts with separate fees for subscription offerings, decision-support tools, maintenance, and/or related services. We have established separate units of accounting as each offering is primarily sold on a stand-alone basis. Using the relative selling price method, each element of the arrangement is allocated based generally on stand-alone sales of these products and services, which constitutes VSOE of selling price. We do not use any other factors, inputs, assumptions, or methods to determine an estimated selling price. We recognize the elements of the contract as follows: • Recurring offerings and license fees are recognized ratably over the license period as long as there is an associated licensing period or a future obligation. Otherwise, revenue is recognized upon delivery. • For non-recurring offerings of a multiple-element arrangement, the revenue is generally recognized for each element in the period in which delivery of the product to the customer occurs, completion of services occurs or, for post-contract support, ratably over the term of the maintenance period. • In some instances, customer acceptance is required for consulting services rendered. For those transactions, the service revenue component of the arrangement is recognized in the period that customer acceptance is obtained. Cash and Cash Equivalents We consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents are carried at cost, which approximates fair value. Deferred Subscription Costs Deferred subscription costs represent royalties and certain dealer commissions associated with customer subscriptions. These costs are deferred and amortized to expense over the period of the subscriptions. Property and Equipment Property and equipment is stated at cost. Depreciation is recorded using the straight-line method over the estimated useful lives of the assets as follows: Buildings and improvements 7 to 30 years Capitalized software 3 to 7 years Computers and office equipment 3 to 10 years Leasehold improvements are depreciated over the shorter of their estimated useful life or the life of the lease. Maintenance, repairs, and renewals of a minor nature are expensed as incurred. Betterments and major renewals which extend the useful lives of buildings, improvements, and equipment are capitalized. We also capitalize certain software development costs in accordance with ASC 350-40, "Accounting for Costs of Computer Software Developed or Obtained for Internal Use" and ASC 985-20, "Software to be Sold, Leased or Otherwise Marketed." We review the carrying amounts of long-lived assets such as property and equipment whenever current events or circumstances indicate their value may be impaired. A long-lived asset with a finite life is considered to be impaired if its carrying value exceeds the estimated future undiscounted cash flows to be derived from it. Any impairment is measured by the amount that the carrying value of such assets exceeds their fair value, primarily based on estimated discounted cash flows. Considerable management judgment is necessary to estimate the fair value of assets. Assets to be disposed of are carried at the lower of their financial statement carrying amount or fair value, less cost to sell. Leases In certain circumstances, we enter into leases with free rent periods, tenant improvement allowances, and rent escalations over the term of the lease. In such cases, we calculate the total payments over the term of the lease and record them ratably as rent expense over that term. Intangible Assets and Goodwill We account for our business acquisitions using the purchase method of accounting. We allocate the total cost of an acquisition to the underlying net assets based on their respective estimated fair values. As part of this allocation process, we must identify and attribute values and estimated lives to the intangible assets acquired. We evaluate our intangible assets and goodwill for impairment at least annually, as well as whenever events or changes in circumstances indicate that carrying amounts may not be recoverable. Impairments are expensed as incurred. Finite-lived intangible assets Identifiable intangible assets with finite lives are generally amortized on a straight-line basis over their respective lives, as follows: Information databases 3 to 15 years Customer relationships 6 to 25 years Developed technology 3 to 15 years Developed computer software 8 to 10 years Trademarks 2 to 15 years Other 1 to 8 years Indefinite-lived intangible assets When performing the impairment test for indefinite-lived intangible assets, we use both qualitative and quantitative analysis to determine whether we believe it is more likely than not that an asset has been impaired. If we believe an impairment has occurred, we then evaluate for impairment by comparing the amount by which the carrying value of the asset exceeds its fair value. An impairment charge is recognized if the asset’s estimated fair value is less than its carrying value. We estimate the fair value of trademarks based on the relief-from-royalty method using projected discounted future cash flows, which, in turn, are based on our views of uncertain variables such as growth rates, anticipated future economic conditions, and the appropriate discount rates relative to risk and estimates of residual values. The use of different estimates or assumptions within our discounted cash flow model when determining the fair value of our indefinite-lived intangible assets or using a methodology other than a discounted cash flow model could result in different values for our indefinite-lived intangible assets and could result in an impairment charge. Goodwill We test goodwill for impairment on a reporting unit level. A reporting unit is a group of businesses (i) for which discrete financial information is available and (ii) that have similar economic characteristics. We determined that we have five reporting units for 2016. We test goodwill for impairment by determining the fair value of each reporting unit and comparing it to the reporting unit's carrying value. We determine the fair value of our reporting units based on projected future discounted cash flows, which, in turn, are based on our views of uncertain variables such as growth rates, anticipated future economic conditions, and the appropriate discount rates relative to risk and estimates of residual values. There were no deficiencies in reporting unit fair values versus carrying values in the fiscal years ended November 30, 2016 , 2015 , and 2014 . Income Taxes Deferred income taxes are provided using tax rates enacted for periods of expected reversal on all temporary differences. Temporary differences relate to differences between the book and tax basis of assets and liabilities, principally intangible assets, property and equipment, deferred revenue, pension and other postretirement benefits, accruals, and stock-based compensation. Valuation allowances are established to reduce deferred tax assets to the amount that will more likely than not be realized. To the extent that a determination is made to establish or adjust a valuation allowance, the expense or benefit is recorded in the period in which the determination is made. Judgment is required in determining the worldwide provision for income taxes. Additionally, the income tax provision is based on calculations and assumptions that are subject to examination by many different tax authorities and to changes in tax law and rates in many jurisdictions. We adjust our income tax provision in the period in which it becomes probable that actual results will differ from our estimates. Pension Accounting During the fourth quarter of each fiscal year (or upon any other remeasurement date), we immediately recognize net actuarial gains or losses in excess of a corridor in our operating results. The corridor amount is equivalent to 10 percent of the greater of the market-related value of plan assets or the plan's benefit obligation at the beginning of the year. We use the actual fair value of plan assets at the measurement date as the measure of the market-related value of plan assets. Treasury Shares Treasury share purchases, whether through share withholdings for taxes or repurchase programs and transactions, are recorded at actual cost. Issuances from treasury shares are recorded using the weighted-average cost method. Earnings per Share Basic earnings per share (EPS) is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted EPS is computed using the weighted-average number of common shares and dilutive potential common shares outstanding during the period. Diluted EPS reflects the potential dilution that could occur if securities were exercised or converted into common shares. Advertising Costs Production costs are expensed as of the first date that the advertisements take place. Advertising expense was approximately $50.8 million , $44.7 million , and $35.2 million for the years ended November 30, 2016 , 2015 , and 2014 , respectively, and was primarily comprised of advertising for CARFAX. Foreign Currency The functional currency of each of our foreign subsidiaries is typically such subsidiary’s local currency. Assets and liabilities are translated at period-end exchange rates. Income and expense items are translated at weighted-average rates of exchange prevailing during the year. Any translation adjustments are included in other comprehensive income. Transactions executed in currencies other than a subsidiary's functional currency (which result in exchange adjustments) are remeasured at spot rates and resulting foreign-exchange-transaction gains and losses are included in the results of operations. Stock-Based Compensation All stock-based awards are recognized in the income statement based on their grant date fair values. In addition, we estimate forfeitures at the grant date. Compensation expense is recognized based on the number of awards expected to vest. We adjust compensation expense in future periods if actual forfeitures differ from our estimates. Our forfeiture rate is based upon historical experience as well as anticipated employee turnover considering certain qualitative factors. We amortize the value of stock-based awards to expense over the vesting period on a straight-line basis. For awards with performance conditions, we evaluate the probability of the number of shares that are expected to vest, and compensation expense is then adjusted to reflect the number of shares expected to vest and the cumulative vesting period met to date. Reclassifications Certain reclassifications have been made to prior period amounts to conform to the current year presentation, particularly in Note 12, due to the change in our tax domicile during 2016. Recent Accounting Pronouncements In April 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-08, which changes the criteria for determining which disposals can be presented as discontinued operations and modifies related disclosure requirements. The ASU is intended to reduce the frequency of disposals reported as discontinued operations by focusing on strategic shifts that have (or will have) a major effect on an entity’s operations and financial results. We adopted this ASU in the first quarter of 2016, and the adoption of the standard did not have any significant impact on our consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, which establishes a comprehensive new revenue recognition model designed to depict the transfer of goods or services to a customer in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. The ASU allows for the use of either the full or modified retrospective transition method. In March, April, and May 2016, the FASB issued ASU 2016-08, ASU 2016-10, and ASU 2016-12, respectively, which provide further revenue recognition guidance related to principal versus agent considerations, performance obligations and licensing, and narrow-scope improvements and practical expedients. All of these standards will be effective for us in the first quarter of our fiscal year 2019, although early adoption is permitted. We are continuing to evaluate the impact of these new standards on our consolidated financial statements, as well as which transition method we intend to use. In August 2014, the FASB issued ASU 2014-15, which requires that management evaluate the entity's ability to continue as a going concern within one year after the date that the financial statements are issued. Disclosure is required if there is substantial doubt about the entity's ability to continue as a going concern. The standard will be effective for us in the fourth quarter of our fiscal year 2017, although early adoption is permitted. We do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. In April 2015, the FASB issued ASU 2015-03, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. We early adopted the standard in the third quarter of 2016. As a result of the adoption, we have retrospectively reclassified approximately $23.7 million of debt issuance costs in the November 30, 2015 balance sheet from other current assets and other non-current assets to long-term debt. In April 2015, the FASB issued ASU 2015-05, which provides guidance about a customer's accounting for fees paid in cloud computing arrangements. If a cloud computing arrangement includes a software license, then the customer should account for the software license element consistent with the acquisition of other software licenses. If the arrangement does not contain a software license, the customer should account for the arrangement as a service contract. The standard will be effective for us in the first quarter of our fiscal year 2017. We will adopt this standard using the prospective transition method, and do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. In September 2015, the FASB issued ASU 2015-16, which requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The standard will be effective for us in the first quarter of our fiscal year 2017. We do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, which requires that lease assets and lease liabilities be recognized on the balance sheet, and that key information about leasing arrangements be disclosed. The ASU requires the use of a modified retrospective transition method. The standard will be effective for us in the first quarter of our fiscal 2020, although early adoption is permitted. We are currently evaluating the impact of this new standard on our consolidated financial statements. In March 2016, the FASB issued ASU 2016-05, which clarifies that a change in the counterparty to a derivative instrument that has been designated as the hedging instrument under Accounting Standards Codification (ASC) Topic 815 does not, in and of itself, require dedesignation of that hedging relationship provided that all other hedge accounting criteria continue to be met. We early adopted the standard in the third quarter of 2016 on a prospective basis. In March 2016, the FASB issued ASU 2016-09, which changes several aspects of the accounting for stock-based compensation, including income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. We have decided to early adopt the standard in the first quarter of our fiscal 2017, but don't expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, which clarifies how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The ASU should be applied using a retrospective transition method to each period presented. The standard will be effective for us in the first quarter of our fiscal 2019, although early adoption is permitted. We are currently evaluating the impact of this new standard on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, which clarifies the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The standard will be effective for us in the first quarter of our fiscal 2019. We do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, which removes Step 2 from the goodwill impairment test. The standard will be effective for us in the first quarter of our fiscal 2021, although early adoption is permitted. We do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Nov. 30, 2016 | |
Accounts Receivable Additional Disclosures [Abstract] | |
Accounts Receivable | Accounts Receivable Our accounts receivable balance consists of the following as of November 30, 2016 and 2015 (in millions): 2016 2015 Accounts receivable $ 651.6 $ 368.4 Less: Accounts receivable allowance (16.0 ) (12.5 ) Accounts receivable, net $ 635.6 $ 355.9 We record an accounts receivable allowance when it is probable that the accounts receivable balance will not be collected. The amounts comprising the allowance are based upon management’s estimates and historical collection trends. The activity in our accounts receivable allowance consists of the following for the years ended November 30, 2016 , 2015 , and 2014 , respectively (in millions): 2016 2015 2014 Balance at beginning of year $ 12.5 $ 12.2 $ 11.0 Provision for bad debts 11.4 13.4 12.5 Other additions 2.4 2.4 1.0 Write-offs and other deductions (10.3 ) (15.5 ) (12.3 ) Balance at end of year $ 16.0 $ 12.5 $ 12.2 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Nov. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consists of the following as of November 30, 2016 and 2015 (in millions): 2016 2015 Land, buildings and improvements $ 155.5 $ 115.2 Capitalized software 553.6 374.8 Computers and office equipment 298.6 121.9 Property and equipment, gross 1,007.7 611.9 Less: Accumulated depreciation (591.5 ) (297.5 ) Property and equipment, net $ 416.2 $ 314.4 Depreciation expense was $114.8 million , $85.0 million , and $65.0 million for the years ended November 30, 2016 , 2015 , and 2014 , respectively. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Nov. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets The following table presents details of our acquired intangible assets, other than goodwill (in millions): As of November 30, 2016 As of November 30, 2015 Gross Accumulated Amortization Net Gross Accumulated Amortization Net Intangible assets subject to amortization: Information databases $ 768.0 $ (283.9 ) $ 484.1 $ 595.2 $ (233.7 ) $ 361.5 Customer relationships 2,910.6 (217.4 ) 2,693.2 540.5 (135.4 ) 405.1 Developed technology 755.4 (20.1 ) 735.3 — — — Developed computer software 84.9 (44.9 ) 40.0 84.9 (36.0 ) 48.9 Trademarks 400.9 (59.8 ) 341.1 166.3 (34.8 ) 131.5 Other 12.4 (7.5 ) 4.9 14.8 (5.7 ) 9.1 Total 4,932.2 (633.6 ) 4,298.6 1,401.7 (445.6 ) 956.1 Intangible assets not subject to amortization: Trademarks 53.2 — 53.2 58.6 — 58.6 Total intangible assets $ 4,985.4 $ (633.6 ) $ 4,351.8 $ 1,460.3 $ (445.6 ) $ 1,014.7 Intangible asset amortization expense was $220.9 million , $130.1 million , and $116.3 million for the years ended November 30, 2016 , 2015 , and 2014 , respectively. Estimated future amortization expense related to intangible assets held as of November 30, 2016 is as follows (in millions): Year Amount 2017 $ 316.7 2018 $ 305.3 2019 $ 291.6 2020 $ 282.1 2021 $ 276.1 Thereafter $ 2,826.8 Changes in our goodwill and gross intangible assets from November 30, 2015 to November 30, 2016 were primarily the result of our recent acquisition activities, as described in Note 3. The change in net intangible assets was also primarily due to our 2016 acquisition activity, partially offset by current year amortization. Goodwill, gross intangible assets, and net intangible assets were all subject to foreign currency translation effects. |
Derivatives
Derivatives | 12 Months Ended |
Nov. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | Derivatives Our business is exposed to various market risks, including interest rate and foreign currency risks. We utilize derivative instruments to help us manage these risks. We do not hold or issue derivatives for speculative purposes. Interest Rate Swaps To mitigate interest rate exposure on our outstanding revolving facility debt, we utilize interest rate derivative contracts that effectively swap $400 million of floating rate debt at a 2.86 percent weighted-average fixed interest rate, plus the applicable spread on our floating rate debt. We entered into these swap contracts in November 2013 and January 2014, and the contracts expire between May and November 2020. Because the terms of these swaps and the variable rate debt (as amended or extended over time) coincide, we do not expect any ineffectiveness. We have designated and accounted for these instruments as cash flow hedges, with changes in fair value being deferred in accumulated other comprehensive income/loss (AOCI) in our consolidated balance sheets. Foreign Currency Forwards To mitigate foreign currency exposure, we utilize the following derivative instruments: • Foreign currency forward contracts that hedge the foreign currency exposure on Euro-denominated receipts and Singapore Dollar-denominated and Indian Rupee-denominated expenses. Because the critical terms of the forward contracts and the forecasted cash flows coincide, we do not expect any ineffectiveness associated with these contracts. We designated and accounted for these derivatives as cash flow hedges, with changes in fair value being deferred in AOCI in our consolidated balance sheets. The notional amount of outstanding foreign currency forwards under these agreements as of November 30, 2016 was approximately $40.8 million . There were no outstanding foreign currency forwards under these agreements as of November 30, 2015 . • Short-term foreign currency forward contracts that manage market risks associated with fluctuations in balances that are denominated in currencies other than the local functional currency. We account for these forward contracts at fair value and recognize the associated realized and unrealized gains and losses in other expense (income), net, on the consolidated statements of operations, since we have not designated these contracts as hedges for accounting purposes. The following table summarizes the notional amounts of these outstanding foreign currency forward contracts as of November 30, 2016 and 2015 (in millions): November 30, 2016 November 30, 2015 Notional amount of currency pair: Contracts to buy USD with CAD $ 37.2 $ — Contracts to buy CAD with USD C$ 6.7 C$ 9.3 Contracts to buy USD with EUR $ 8.8 $ 8.5 Contracts to buy EUR with USD € 13.0 € — Contracts to buy CHF with USD CHF 9.0 CHF 19.0 Contracts to buy GBP with EUR £ — £ 3.5 Contracts to buy EUR with GBP € 8.0 € — Contracts to buy GBP with USD £ 195.7 £ 7.2 Contracts to buy NOK with GBP NOK 57.0 NOK Fair Value of Derivatives Since our derivative instruments are not listed on an exchange, we have evaluated fair value by reference to similar transactions in active markets; consequently, we have classified all of our derivative instruments within Level 2 of the fair value measurement hierarchy. The following table shows the classification, location, and fair value of our derivative instruments as of November 30, 2016 and 2015 (in millions): Fair Value of Derivative Instruments November 30, 2016 November 30, 2015 Balance Sheet Location Assets: Derivatives designated as accounting hedges: Foreign currency forwards $ 1.4 $ — Other current assets Derivatives not designated as accounting hedges: Foreign currency forwards 3.8 0.1 Other current assets Total $ 5.2 $ 0.1 Liabilities: Derivatives designated as accounting hedges: Interest rate swaps $ 18.0 $ 24.3 Other liabilities Foreign currency forwards 0.1 — Other accrued expenses Derivatives not designated as accounting hedges: Foreign currency forwards 0.6 0.4 Other accrued expenses Total $ 18.7 $ 24.7 The net gain (loss) on foreign currency forwards that are not designated as hedging instruments for the years ended November 30, 2016 , 2015 , and 2014 , respectively, was as follows (in millions): Amount of (gain) loss recognized in the consolidated statements of operations Location on consolidated statements of operations 2016 2015 2014 Foreign currency forwards Other expense (income), net $ 4.2 $ 4.9 $ (6.3 ) The following table provides information about the cumulative amount of unrecognized hedge losses recorded in AOCI as of November 30, 2016 and November 30, 2015 , as well as the activity on our cash flow hedging instruments for the years ended November 30, 2016 , 2015 , and 2014 , respectively (in millions): Year ended November 30, 2016 2015 2014 Beginning balance $ (14.6 ) $ (9.5 ) $ (2.2 ) Amount of gain (loss) recognized in AOCI on derivative: Interest rate swaps (2.5 ) (6.5 ) (8.9 ) Foreign currency forwards 0.7 0.9 0.6 Amount of loss (gain) reclassified from AOCI into income: Interest rate swaps (1) 6.1 1.9 0.9 Foreign currency forwards (1) (0.2 ) (1.4 ) 0.1 Ending balance $ (10.5 ) $ (14.6 ) $ (9.5 ) (1) Amounts reclassified from AOCI into income related to interest rate swaps are recorded in interest expense, and amounts reclassified from AOCI into income related to foreign currency forwards are recorded in revenue. The unrecognized gains relating to the foreign currency forwards are expected to be reclassified into revenue within the next 12 months, and approximately $6.9 million of the $18.0 million unrecognized losses relating to the interest rate swaps are expected to be reclassified into interest expense within the next 12 months. |
Debt
Debt | 12 Months Ended |
Nov. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table summarizes total indebtedness as of November 30, 2016 and 2015 (in millions): November 30, 2016 November 30, 2015 2016 revolving facility $ 1,282.0 $ — 2016 term loan: Tranche A-1 647.8 — Tranche A-2 543.1 — 5% senior notes due 2022 750.0 750.0 Institutional senior notes: Series A 95.9 — Series B 53.8 — Share repurchase liability 43.4 — Debt issuance costs (38.3 ) (23.7 ) Capital leases 6.2 6.2 2014 revolving facility — 710.0 2013 term loan — 665.0 Total debt $ 3,383.9 $ 2,107.5 Current portion (104.6 ) (36.0 ) Total long-term debt $ 3,279.3 $ 2,071.5 2016 revolving facility. In July 2016, we entered into a $1.85 billion senior unsecured revolving credit agreement (2016 revolving facility). Borrowings under the 2016 revolving facility mature in July 2021. The interest rates for borrowings under the 2016 revolving facility are the applicable LIBOR plus a spread of 1.00 percent to 1.75 percent , depending upon our Leverage Ratio, which is defined as the ratio of Consolidated Funded Indebtedness to rolling four-quarter Consolidated Earnings Before Interest Expense, Taxes, Depreciation and Amortization (EBITDA), as such terms are defined in the revolving facility agreement. A commitment fee on any unused balance is payable periodically and ranges from 0.13 percent to 0.30 percent based upon our Leverage Ratio. We had approximately $1.4 million of outstanding letters of credit under the 2016 revolving facility as of November 30, 2016 , which reduces the available borrowing under the facility by an equivalent amount. Amounts borrowed under the 2016 revolving facility were used to repay all amounts borrowed under the 2014 revolving facility. 2016 term loan. In July 2016, we entered into a $1.206 billion amortizing term loan agreement (2016 term loan) that includes two tranches. The 2016 term loan has a final maturity date of July 2021. The interest rates for borrowings under the 2016 term loan are the same as those under the 2016 revolving facility. Amounts borrowed under the 2016 term loan were used to repay all amounts borrowed under the 2013 term loan. Subject to certain conditions, the 2016 revolving facility and the 2016 term loan may be expanded by up to an aggregate of $500 million in additional commitments or term loans. The 2016 revolving facility and the 2016 term loan have certain financial and other covenants, including a maximum Leverage Ratio and a minimum Interest Coverage Ratio, as such terms are defined in the agreement. 5% senior notes due 2022 (5% Notes). In October 2014, IHS Inc. issued $750 million aggregate principal amount of senior unsecured notes due 2022 in an offering not subject to the registration requirements of the Securities Act of 1933, as amended (the Securities Act). In August 2015, we completed a registered exchange offer for the 5% Notes. In July 2016, in connection with the Merger described in Note 1, we completed an exchange offer for $742.8 million of the outstanding 5% Notes for an equal principal amount of new 5% senior unsecured notes issued by IHS Markit with the same maturity. Approximately $7.2 million of the 5% Notes did not participate in the exchange offer. The new 5% notes are not, and will not be, registered under the Securities Act or the securities laws of any other jurisdiction. The new 5% notes have been admitted for trading to the official list of the Channel Islands Securities Exchange Authority. The 5% Notes bear interest at a fixed rate of 5.00% and mature on November 1, 2022. Interest on the 5% Notes is due semiannually on May 1 and November 1 of each year, commencing May 1, 2015. We may redeem the 5% Notes in whole or in part at a redemption price equal to 100% of the principal amount of the notes plus the Applicable Premium, as defined in the indenture governing the 5% Notes. Additionally, at the option of the holders of the notes, we may be required to purchase all or a portion of the notes upon occurrence of a Change of Control Triggering Event as defined in the indenture, at a price equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest to the date of purchase. The indenture contains covenants that limit our ability to, among other things, incur or create liens and enter into sale and leaseback transactions. In addition, the indenture contains a covenant that limits our ability to consolidate or merge with another entity or to sell all or substantially all of our assets to another entity. The indenture contains customary default provisions. The fair value of the 5% Notes as of November 30, 2016 was approximately $770 million . Institutional senior notes. In November 2015, Markit issued two series of senior unsecured notes having an aggregate principal amount of $500 million to certain institutional investors. In November 2016, we completed an offer to repurchase approximately $350 million of the notes. The Series A notes bear interest at a fixed rate of 3.73 percent and mature on November 4, 2022. The Series B notes bear interest at a fixed rate of 4.05 percent and mature on November 4, 2025. Interest is paid semi-annually from the anniversary of issuance. The institutional senior notes have certain financial and other covenants, including a maximum Consolidated Leverage Ratio and a minimum Interest Coverage Ratio, as such terms are defined in the Note Purchase and Guarantee Agreement. We believe that the fair value of the outstanding institutional senior notes as of November 30, 2016 was approximately $146 million . Share repurchase liability. In August 2012, Markit executed a share repurchase where the consideration is payable in quarterly installments through May 2017. The carrying value of the debt is calculated using cash flows discounted at a rate based on an average borrowing rate of 3.10 percent . 2014 revolving facility. In October 2014, we entered into a $1.3 billion senior unsecured revolving credit agreement (2014 revolving facility). Borrowings under the 2014 revolving facility were set to mature in October 2019 and bore interest at the same rates and spreads as the 2013 term loan, as described below. A commitment fee on any unused balance was payable periodically and ranged from 0.13 percent to 0.30 percent based upon our Leverage Ratio. In July 2016, we repaid all amounts outstanding, cancelled all commitments under the 2014 revolving facility, and terminated the 2014 revolving facility. 2013 term loan. In February 2016, we amended and restated our senior unsecured amortizing term loan agreement originally entered into in the third quarter of 2013 (2013 term loan), adding a $550 million tranche loan (Tranche A-2) to the amount outstanding under the existing tranche loan (Tranche A-1). The 2013 term loan had a maturity date of October 2019. The interest rates for borrowings under the 2013 term loan were the applicable LIBOR plus a spread of 1.00 percent to 2.00 percent , depending upon our Leverage Ratio, which was defined as the ratio of Consolidated Funded Indebtedness to rolling four-quarter Consolidated Earnings Before Interest Expense, Taxes, Depreciation and Amortization (EBITDA), as such terms were defined in the term loan agreements. In July 2016, we repaid all amounts outstanding under the 2013 term loan. The 2014 revolving facility and the 2013 term loan contained certain financial and other covenants, including a maximum Leverage Ratio and a minimum Interest Coverage Ratio, as such terms were defined in the respective agreements. On January 26, 2017, we entered into a 364-day $500 million term loan (2017 term loan). The 2017 term loan is structured as a non-amortizing loan with repayment of principal due at maturity. The interest rates for borrowings under the 2017 term loan are the same as those under the 2016 revolving facility. The 2017 term loan has certain financial covenants that are the same as the 2016 revolving facility and 2016 term loan, including a Maximum Leverage Ratio and Minimum Interest Coverage ratio, as such terms are defined in the agreements. As of November 30, 2016 , we were in compliance with all of our debt covenants. We have classified short-term debt based on scheduled term loan amortization payments and expected cash availability over the next 12 months. As of November 30, 2016 , we had approximately $1.282 billion of outstanding borrowings under the 2016 revolving facility at a current annual interest rate of 1.94 percent and approximately $1.191 billion of outstanding borrowings under the 2016 term loan at a current weighted average annual interest rate of 2.74 percent , including the effect of the interest rate swaps described in Note 7. Maturities of outstanding borrowings under the share repurchase liability, term loans, and notes as of November 30, 2016 are as follows (in millions): Year Amount 2017 $ 104.2 2018 75.4 2019 120.6 2020 120.6 2021 814.1 Thereafter 899.1 $ 2,134.0 |
Restructuring Charges
Restructuring Charges | 12 Months Ended |
Nov. 30, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | Restructuring Charges During 2014, we eliminated 168 positions and incurred additional direct and incremental costs related to identified operational efficiencies, consolidation of positions to our COE locations, and consolidation of our legacy data centers. We recorded approximately $8.8 million of restructuring charges for these activities. Of the total charge, approximately $3.5 million was recorded in the Resources segment, $2.5 million was recorded in the Transportation segment, and $2.8 million was recorded in the CMS segment. During 2015, we eliminated 460 positions and incurred additional direct and incremental costs related to identified operational efficiencies (including lease abandonments), continued consolidation of positions to our COE locations, and further consolidation of our legacy data centers, particularly as we realigned to our new segment structure and simplified and reduced our centralized marketing, sales support, and shared services cost structures. We recorded approximately $39.4 million of restructuring charges for these activities. Of these charges, approximately $22.6 million was recorded in the Resources segment, $7.5 million was recorded in the Transportation segment, and $9.3 million was recorded in the CMS segment. During 2016, we eliminated 327 positions as we continued the transition to our new segment operating model and continued to leverage our shared services cost structure. We also incurred additional direct and incremental costs related to lease abandonments, as well as revising a lease abandonment estimate because we secured a sub-tenant much earlier than anticipated. We expect to continue to incur costs related to these and other similar activities in future periods, resulting in additional restructuring charges. We recorded approximately $22.8 million of restructuring charges for these activities. Of these charges, approximately $12.1 million was recorded in the Resources segment, $4.4 million was recorded in the Transportation segment, and $6.3 million was recorded in the CMS segment. We expect to continue to incur costs related to these and other similar activities in future periods, resulting in additional restructuring charges. The following table shows our restructuring activity and provides a reconciliation of the restructuring liability as of November 30, 2016 (in millions): Employee Severance and Other Termination Benefits Contract Termination Costs Other Total Balance at November 30, 2013 $ 2.6 $ 0.1 $ — $ 2.7 Add: Restructuring costs incurred 8.4 0.4 1.3 10.1 Revision to prior estimates (1.6 ) 0.3 — (1.3 ) Less: Amount paid (6.5 ) (0.7 ) (1.2 ) (8.4 ) Balance at November 30, 2014 2.9 0.1 0.1 3.1 Add: Restructuring costs incurred 32.2 7.4 1.4 41.0 Revision to prior estimates (1.6 ) — — (1.6 ) Less: Amount paid (25.0 ) (1.3 ) (1.4 ) (27.7 ) Balance at November 30, 2015 8.5 6.2 0.1 14.8 Add: Restructuring costs incurred 20.6 4.1 — 24.7 Revision to prior estimates (1.7 ) (0.2 ) — (1.9 ) Less: Amount paid (26.4 ) (4.1 ) — (30.5 ) Balance at November 30, 2016 $ 1.0 $ 6.0 $ 0.1 $ 7.1 As of November 30, 2016 , approximately $3.4 million of the remaining liability was in the Resources segment, approximately $2.4 million was in the Transportation segment, and approximately $1.3 million was in the CMS segment. Approximately $4.9 million of the balance is expected to be paid in 2017; the remaining amount relates to lease abandonments that will be paid over the remaining lease periods through 2021. |
Acquisition-related Costs
Acquisition-related Costs | 12 Months Ended |
Nov. 30, 2016 | |
Acquisition Related Costs [Abstract] | |
Acquisition Related Costs | Acquisition-related Costs During 2014, we incurred approximately $1.9 million in costs associated with acquisitions, including severance, lease abandonments, and professional fees. Approximately $0.8 million of the costs were incurred in the Resources segment, $0.6 million of the costs were incurred in the Transportation segment, and $0.5 million of the costs were incurred in the CMS segment. During 2015, we incurred approximately $1.5 million in costs associated with acquisitions, including severance, lease abandonments, and professional fees. Certain of these costs were incurred for a transaction that we chose not to consummate. Approximately $0.9 million of the total charge was recorded in the Resources segment and $0.6 million was allocated to shared services. During 2016, we incurred approximately $161.2 million in costs associated with acquisitions, primarily the Merger. Approximately $90 million of the costs were related to advisory and banker fees from the Merger, and another $60 million was for costs to achieve Merger synergy targets, including employee severance and retention costs, as well as contract termination costs primarily related to the consolidation of our legacy facilities. As a result of the Merger, we eliminated 307 positions. Approximately $78.4 million of the total charge was allocated to shared services, with $69.6 million of the charge recorded in the Financial Services segment, $3.0 million in the Resources segment, $7.4 million in the Transportation segment, and $2.8 million in the CMS segment. The following table provides a reconciliation of the acquisition-related costs accrued liability as of November 30, 2016 (in millions): Employee Severance and Other Termination Benefits Contract Termination Costs Other Total Balance at November 30, 2013 $ 5.8 $ 0.2 $ 0.1 $ 6.1 Add: Costs incurred 0.9 0.5 0.7 2.1 Revision to prior estimates (0.2 ) — — (0.2 ) Less: Amount paid (5.9 ) (0.6 ) (0.4 ) (6.9 ) Balance at November 30, 2014 $ 0.6 $ 0.1 $ 0.4 $ 1.1 Add: Costs incurred — 0.2 1.4 1.6 Revision to prior estimates — — — — Less: Amount paid (0.6 ) (0.2 ) (1.5 ) (2.3 ) Balance at November 30, 2015 $ — $ 0.1 $ 0.3 $ 0.4 Add: Costs incurred 43.6 7.9 109.9 161.4 Revision to prior estimates — — (0.2 ) (0.2 ) Less: Amount paid (18.9 ) 0.6 (93.3 ) (111.6 ) Balance at November 30, 2016 $ 24.7 $ 8.6 $ 16.7 $ 50.0 As of November 30, 2016 , the $50.0 million remaining liability was primarily in the Financial Services segment and in shared services. We expect that substantially all of the remaining liability will be paid in 2017. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Nov. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations In November 2015, we launched a sales process to divest our OE&RM and GlobalSpec product groups, which were components of our CMS segment, due to a portfolio evaluation where we determined that those product groups no longer aligned with our strategic goals. We sold both businesses in the second quarter of 2016 for approximately $190.2 million . The net gain on sale for these two product groups was approximately $0.3 million . We entered into transition services agreements (TSAs) with each of the buyers to facilitate an orderly transition process. The results of these product groups have been classified as discontinued operations in the accompanying financial statements and footnotes. Operating results for discontinued operations for the years ended November 30, 2016 , 2015 , and 2014 , respectively, were as follows (in millions): 2016 2015 2014 Revenue $ 53.5 $ 130.0 $ 151.0 Income from discontinued operations before income taxes $ 54.9 $ 15.9 $ 26.1 Tax (expense) benefit (45.7 ) 35.4 (9.5 ) Income from discontinued operations, net $ 9.2 $ 51.3 $ 16.6 Assets and liabilities from discontinued operations related to the divestiture of the GlobalSpec and OE&RM product groups consisted of the following amounts (in millions): At disposal date November 30, 2015 Current assets $ 2.5 $ 19.5 Property and equipment, net 20.3 16.4 Intangible assets, net 58.8 58.3 Goodwill 103.3 99.2 Total assets $ 184.9 $ 193.4 Current liabilities $ 0.6 $ 1.3 Deferred revenue 26.5 19.6 Deferred income taxes 11.8 11.2 Total liabilities $ 38.9 $ 32.1 |
Income Taxes
Income Taxes | 12 Months Ended |
Nov. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The amounts of income from continuing operations before income taxes and equity in loss of equity method investee for the years ended November 30, 2016 , 2015 , and 2014 , respectively, is as follows (in millions): 2016 2015 2014 U.K. $ (55.4 ) $ 8.9 $ (7.6 ) U.S. (96.4 ) 26.1 (2.3 ) Foreign 294.1 202.8 233.0 Income from continuing operations before income taxes and equity in loss of equity method investee $ 142.3 $ 237.8 $ 223.1 The provision for income tax expense (benefit) from continuing operations for the years ended November 30, 2016 , 2015 , and 2014 , respectively, is as follows (in millions): 2016 2015 2014 Current: U.K. $ (4.3 ) $ 4.2 $ 0.4 U.S. (32.0 ) (0.1 ) 21.2 Foreign 40.4 37.2 33.8 Total current 4.1 41.3 55.4 Deferred: U.K. (7.6 ) (2.9 ) (1.5 ) U.S. 4.4 12.9 (11.5 ) Foreign (6.0 ) (2.4 ) 2.7 Total deferred (9.2 ) 7.6 (10.3 ) Provision (benefit) for income taxes $ (5.1 ) $ 48.9 $ 45.1 The following table presents the reconciliation of the provision (benefit) for income taxes between the U.K. rate for 2016 and the U.S. tax rate for 2015 and 2014, respectively, and our effective tax rate (in millions): 2016 2015 2014 Statutory tax at U.K. rate (20%) $ 28.4 $ — $ — Statutory tax at U.S. rate (35%) — 83.2 78.1 Foreign rate differential (49.3 ) (45.9 ) (66.6 ) Tax law change (17.1 ) (2.4 ) (1.4 ) Valuation allowance 19.3 12.4 25.5 Transaction costs 13.5 — 0.3 Uncertain tax positions 7.3 0.1 — Other (7.2 ) 1.5 9.2 Provision (benefit) for income taxes $ (5.1 ) $ 48.9 $ 45.1 Effective tax rate expressed as a percentage of pre-tax earnings (3.6 )% 20.5 % 20.2 % The overall negative tax rate for the year ended November 30, 2016 is due primarily to the Merger and associated tax benefits related to merger costs, acquired intangibles, new capital structure and legislative changes to the U.K. statutory rates. For fiscal year 2020 and onward, the U.K. law provides for a reduction of the applicable corporate rate from 18.0 percent to 17.0 percent, resulting in an adjustment to deferred taxes and a corresponding reduction in tax expense primarily relating to acquired Markit intangible assets. We have not provided a deferred tax liability on approximately $3.7 billion of temporary differences related to investments in foreign subsidiaries that are essentially permanent in duration. This amount includes undistributed earnings of our foreign subsidiaries of approximately $873.8 million at November 30, 2016 . Those earnings are considered to be indefinitely reinvested, and do not include earnings from certain subsidiaries which are considered distributed. Accordingly, no provision has been provided for those earnings. If we were to repatriate those earnings, in the form of dividends or otherwise, we would be subject to income taxes (subject to an adjustment for foreign tax credits) and withholding taxes payable to the various countries. Determination of the amount of unrecognized deferred income tax liability is not practicable due to the complexity associated with the hypothetical calculation. The significant components of deferred tax assets and liabilities as of November 30, 2016 and 2015 are as follows (in millions): 2016 2015 Deferred tax assets: Deferred stock-based compensation 135.0 45.7 Tax benefit from outside basis difference (1) — 42.4 Loss carryforwards 187.2 107.3 Other 67.5 67.3 Gross deferred tax assets 389.7 262.7 Valuation allowance (141.6 ) (78.8 ) Realizable deferred tax assets 248.1 183.9 Deferred tax liabilities: Partnership investments (74.2 ) — Fixed assets (69.4 ) (64.4 ) Intangibles (1,084.7 ) (372.4 ) Gross deferred tax liabilities (1,228.3 ) (436.8 ) Net deferred tax liability $ (980.2 ) $ (252.9 ) (1) As a result of meeting the discontinued operations criteria for GlobalSpec, we recognized the benefit of the related outside basis difference in 2015. This amount was realized in 2016 as part of the GlobalSpec sale. A significant portion of the net deferred tax liability included above relates to the tax effect of the step-up in value of Markit's intangible assets as a result of the Merger. As of November 30, 2016 , we had loss carryforwards for tax purposes totaling approximately $621.5 million , comprised of $103.0 million of U.S. net operating loss carryforwards and $518.5 million of foreign loss carryforwards. If not used, the U.S. net operating loss carryforwards will begin to expire in 2018 and the foreign tax loss carryforwards generally may be carried forward indefinitely . We have analyzed the net operating losses and placed valuation allowances on those where we have determined the realization is not more likely than not to occur. As of November 30, 2016 , we had approximately $8.8 million of foreign tax credit (FTC) carryforwards and approximately $0.8 million of research and development (R&D) credit carryforwards. If not used, the FTC carryforwards will expire between 2023 and 2026 , and the R&D credit carryforwards will expire in 2036 . We have analyzed the tax credits and placed valuation allowances on those where we have determined the realization is not more likely than not to occur. The valuation allowance for deferred tax assets increased by $62.8 million in 2016 . The increase is primarily attributable to foreign net operating losses, incurred and acquired, for which there is no objective indication that taxable income of the foreign entity will be generated in the future. We have provided what we believe to be an appropriate amount of tax for items that involve interpretation of the tax law. However, events may occur in the future that will cause us to reevaluate our current reserves and may result in an adjustment to the reserve for taxes. A summary of the activities associated with our reserve for unrecognized tax benefits, interest, and penalties follows (in millions): Unrecognized Tax Benefits Interest and Penalties Balance at November 30, 2015 $ 1.7 $ 0.4 Additions: Current year tax positions 6.8 0.2 Prior year tax positions 0.8 0.1 Acquired unrecognized tax benefits 0.4 — Decreases: Lapse of statute of limitations (0.5 ) (0.1 ) Balance at November 30, 2016 $ 9.2 $ 0.6 As of November 30, 2016 , the total amount of unrecognized tax benefits was $9.8 million , of which $0.6 million related to interest and penalties. We include accrued interest and accrued penalties related to amounts accrued for unrecognized tax benefits in our provision for income taxes. The entire amount of unrecognized benefits at November 30, 2016 may affect the annual effective tax rate if the benefits are eventually recognized. It is reasonably possible that we will experience a $0.2 million decrease in the reserve for unrecognized tax benefits within the next 12 months. We would experience this decrease in relation to uncertainties associated with the expiration of applicable statutes of limitation. We and our subsidiaries file federal, state, and local income tax returns in multiple jurisdictions around the world. With few exceptions, we are no longer subject to income tax examinations by tax authorities for years before 2012 . |
Pensions and Postretirement Ben
Pensions and Postretirement Benefits | 12 Months Ended |
Nov. 30, 2016 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | |
Pensions and Postretirement Benefits | Pensions and Postretirement Benefits Defined Benefit Plans We sponsor the following defined benefit plans: • A frozen, non-contributory defined-benefit retirement plan (the U.S. RIP) for certain of our U.S. employees. • A frozen defined-benefit pension plan (the U.K. RIP) that covers certain employees of a subsidiary based in the United Kingdom. • A frozen, unfunded Supplemental Income Plan (SIP), which is a non-qualified pension plan, for certain U.S. employees who earn over a federally stipulated amount. Benefits for all three plans are generally based on years of service and either average or cumulative base compensation, depending on the plan. Plan funding strategies are influenced by employee benefit laws and tax laws. The U.K. RIP includes a provision for employee contributions and inflation-based benefit increases for retirees. We expect to contribute approximately $3 million to our pension and postretirement benefit plans in 2017. The following table provides the expected benefit payments for our pension plans (in millions): Total 2017 $ 11.8 2018 $ 11.3 2019 $ 11.8 2020 $ 11.2 2021 $ 10.6 2022-2026 $ 57.9 Our net periodic pension expense for the pension plans consisted of the following (in millions): Year Ended November 30, 2016 2015 2014 Service costs incurred $ 1.3 $ 2.0 $ 8.4 Interest costs on projected benefit obligation 8.5 8.3 8.4 Expected return on plan assets (8.5 ) (8.7 ) (8.3 ) Amortization of prior service credit — — (0.8 ) Curtailment gain — — (2.8 ) Fourth quarter expense recognition of actuarial loss in excess of corridor 8.3 2.5 1.0 Net periodic pension expense $ 9.6 $ 4.1 $ 5.9 The changes in the projected benefit obligation, plan assets and the funded status of the pension plans were as follows (in millions): 2016 2015 Change in projected benefit obligation: Net benefit obligation, beginning of year $ 201.9 $ 208.6 Service costs incurred 1.3 2.0 Interest costs on projected benefit obligation 8.5 8.3 Actuarial loss (gain) 14.2 (4.7 ) Gross benefits paid (11.3 ) (10.3 ) Foreign currency exchange rate change (9.2 ) (2.0 ) Net benefit obligation, end of year $ 205.4 $ 201.9 Change in plan assets: Fair value of plan assets, beginning of year $ 183.8 $ 189.1 Actual return on plan assets 12.2 1.6 Employer contributions 5.2 5.3 Gross benefits paid (11.3 ) (10.3 ) Foreign currency exchange rate change (8.9 ) (1.9 ) Fair value of plan assets, end of year $ 181.0 $ 183.8 Funded status (underfunded) $ (24.4 ) $ (18.1 ) Amounts in Accumulated Other Comprehensive Income not yet recognized as components of net periodic pension and postretirement expense, pretax Net actuarial loss 20.5 19.8 The net underfunded status of the plans is recorded in accrued pension and postretirement liability in the consolidated balance sheets. Any future reclassification of actuarial loss from AOCI to income would only be recognized if the cumulative actuarial loss exceeds the corridor, and the reclassification would be recognized as a fourth quarter mark-to-market adjustment. Pension expense is actuarially calculated annually based on data available at the beginning of each year. We determine the expected return on plan assets by multiplying the expected long-term rate of return on assets by the market-related value of plan assets. The market-related value of plan assets is the fair value of plan assets. Assumptions used in the actuarial calculation include the discount rate selected and disclosed at the end of the previous year as well as the expected rate of return on assets detailed in the table below, as of the years ended November 30, 2016 and 2015: U.S. RIP U.K. RIP 2016 2015 2016 2015 Weighted-average assumptions as of year-end Discount rate 4.20 % 4.50 % 2.80 % 3.60 % Expected long-term rate of return on assets 4.70 % 5.00 % 4.50 % 4.60 % Fair Value of Pension Assets As of November 30, 2016 and 2015, the U.S. RIP plan assets consist primarily of fixed-income securities, with a moderate amount of equity securities. The U.K. RIP plan assets consist primarily of equity securities, with smaller holdings of bonds and other assets. Equity assets are diversified between international and domestic investments, with additional diversification in the domestic category through allocations to large-cap, mid-cap, and growth and value investments. The U.S. RIP’s established investment policy seeks to align the expected rate of return with the discount rate, while allowing for some equity variability to allow for upside market potential that would strengthen the overall asset position of the plan. The U.K. RIP’s established investment policy is to match the liabilities for active and deferred members with equity investments and match the liabilities for pensioner members with fixed-income investments. Asset allocations are subject to ongoing analysis and possible modification as basic capital market conditions change over time (interest rates, inflation, etc.). The following table compares target asset allocation percentages with actual asset allocations at the end of 2016: U.S. RIP Assets U.K. RIP Assets Target Allocations Actual Allocations Target Allocations Actual Allocations Fixed Income 75 % 72 % 45 % 47 % Equities 25 % 26 % 55 % 45 % Cash and Other — % 2 % — % 8 % Investment return assumptions for both plans have been determined by obtaining independent estimates of expected long-term rates of return by asset class and applying the returns to assets on a weighted-average basis. All of our pension plan assets are measured at fair value on a recurring basis by reference to similar assets in active markets and are therefore classified within Level 2 of the fair value hierarchy. Plan assets as of November 30, 2016 and 2015 were classified in the following categories (in millions): 2016 2015 Interest-bearing cash $ 5.7 $ 6.8 Collective trust funds: Fixed income funds 119.0 122.0 Equity funds 56.3 55.0 $ 181.0 $ 183.8 Postretirement Benefits We sponsor a contributory postretirement medical plan. The plan subsidizes the cost of coverage for retiree-medical coverage for certain grandfathered employees. Our subsidy is capped at different rates per month depending on individual retirees’ Medicare eligibility. Our net periodic postretirement expense was $0.4 million in 2016, $0.4 million in 2015, and $0.8 million in 2014, and our postretirement benefit obligation was $8.8 million and $8.7 million as of November 30, 2016 and 2015, respectively. The net unfunded status of the postretirement benefit plan is recorded in accrued pension liability in the consolidated balance sheets. Defined Contribution Plans Employees of certain subsidiaries may participate in defined contribution plans, and we provide matching contributions as part of the plans. Benefit expense relating to these plans was approximately $23.4 million , $18.2 million , and $13.7 million for the years ended November 30, 2016 , 2015 , and 2014 , respectively. |
Stock-based Compensation
Stock-based Compensation | 12 Months Ended |
Nov. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-based Compensation | Stock-based Compensation As of November 30, 2016 , we have two stock-based compensation plans from which equity awards may be issued: the 2014 Equity Incentive Award Plan (2014 Equity Plan), which is a legacy Markit plan, and the Amended and Restated IHS Inc. 2004 Long-Term Incentive Plan (LTIP), the legacy IHS plan. Both plans provide for the grant of non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units, performance units and performance shares, cash-based awards, other stock based awards, and covered employee annual incentive awards. Upon vesting of an award, we may either issue new shares or reissue treasury shares, but only to the extent that the reissued shares were previously withheld for taxes. As of November 30, 2016, we have an authorized maximum of 22.4 million shares under the 2014 Equity Plan, and that amount will be increased by (a) the number of shares made and outstanding under the 2013 Share Option Plan and the 2014 Share Option Plan as of June 24, 2014 that terminate by expiration, forfeiture, cancellation or otherwise without the issuance of our common shares, and (b) on January 1 of each year through January 1, 2024, in an amount equal to the lesser of: (x) 2.5 percent of the total number of IHS Markit's common shares issued and outstanding on a fully diluted basis as of December 31 of the immediately preceding calendar year and (y) such number of common shares determined by our Board of Directors. We have 14.8 million shares authorized for issuance under the LTIP. As of November 30, 2016 , 15.6 million shares were available for future grant under the 2014 Equity Plan, and 5.2 million shares were available for future grant under the LTIP. Total unrecognized compensation expense related to all nonvested awards was $264.4 million as of November 30, 2016 , with a weighted-average recognition period of approximately 2.3 years. Restricted Stock Units (RSUs) and Restricted Stock Awards (RSAs). RSUs and RSAs typically vest from one to three years , and are generally subject to either cliff vesting or graded vesting. RSUs and RSAs do not have nonforfeitable rights to dividends or dividend equivalents. The fair value of RSUs and RSAs is based on the fair value of our common shares on the date of grant. We amortize the value of these awards to expense over the vesting period on a straight-line basis. For performance-based RSUs, an evaluation is made each quarter about the likelihood that the performance criteria will be met. As the number of performance-based RSUs expected to vest increases or decreases, compensation expense is also adjusted up or down to reflect the number expected to vest and the cumulative vesting period met to date. For all RSUs and RSAs, we estimate forfeitures at the grant date and recognize compensation cost based on the number of awards expected to vest. There may be adjustments in future periods if the likelihood of meeting performance criteria changes or if actual forfeitures differ from our estimates. Our forfeiture rate is based upon historical experience as well as anticipated employee turnover considering certain qualitative factors. The following table summarizes RSU/RSA activity for the year ended November 30, 2016 , including shares assumed in conjunction with the Merger. Share amounts and weighted-average grant date fair values have been retroactively adjusted for the Merger conversion ratio. Shares Weighted- (in millions) Balance at November 30, 2015 8.7 $ 30.57 RSAs/RSUs assumed 3.2 $ 32.84 Granted 4.9 $ 31.72 Vested (4.4 ) $ 30.33 Forfeited (0.7 ) $ 32.16 Balance at November 30, 2016 11.7 $ 31.67 The total fair value of RSUs that vested during the year ended November 30, 2016 was $134.1 million . Stock Options. In connection with the Merger, we assumed options outstanding under the legacy Markit plans. Stock options under the 2014 Equity Plan generally vest over one to three years, and expire 7 years from the date of grant. At the Merger date, we revalued all of the outstanding stock options using a Monte Carlo simulation model with assumptions about anticipated employee exercise behavior, expected stock price volatility, and the risk-free interest rate. The following table summarizes stock option awards assumed in conjunction with the Merger and subsequent activity through November 30, 2016, as well as stock options that are vested and expected to vest and stock options exercisable as of November 30, 2016: Shares Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value (in millions) (in years) (in millions) Balance at November 30, 2015 — $ — Options assumed 46.4 $ 24.62 Granted — $ — Exercised (6.4 ) $ 22.90 Forfeited (0.3 ) $ 25.01 Balance at November 30, 2016 39.7 $ 24.89 3.0 438.5 Vested and expected to vest at November 30, 2016 38.7 $ 24.84 3.0 429.3 Exercisable at November 30, 2016 16.9 $ 22.33 1.9 229.8 The aggregate intrinsic value amounts in the table above represent the difference between the closing price of our common shares on November 30, 2016 and the exercise price, multiplied by the number of in-the-money stock options as of that date. This represents the value that would have been received by stock option holders if they had all exercised their stock options on November 30, 2016. In future periods, this amount will change depending on fluctuations in our share price. The total intrinsic value of stock options exercised during the year ended November 30, 2016 was approximately $85.0 million . Stock-based compensation expense for the years ended November 30, 2016 , 2015 , and 2014 , respectively, was as follows (in millions): 2016 2015 2014 Cost of revenue $ 32.2 $ 6.9 $ 8.5 Selling, general and administrative 171.7 122.0 150.8 Total stock-based compensation expense $ 203.9 $ 128.9 $ 159.3 Total income tax benefits recognized for stock-based compensation arrangements were as follows (in millions): 2016 2015 2014 Income tax benefits $ 60.9 $ 37.3 $ 47.2 No stock-based compensation cost was capitalized during the years ended November 30, 2016 , 2015 , or 2014 . |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Nov. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments Rental charges in 2016 , 2015 , and 2014 approximated $57.7 million , $60.9 million and $58.9 million , respectively. Minimum rental commitments under non-cancelable operating leases in effect at November 30, 2016 , are as follows: Year Amount (in millions) 2017 $ 92.7 2018 83.7 2019 62.0 2020 51.7 2021 43.7 Thereafter 234.4 $ 568.2 We also had outstanding letters of credit and bank guarantees in the aggregate amount of approximately $6.2 million and $5.2 million at November 30, 2016 and 2015 , respectively. Indemnifications In the normal course of business, we are party to a variety of agreements under which we may be obligated to indemnify the other party for certain matters. These obligations typically arise in contracts where we customarily agree to hold the other party harmless against losses arising from a breach of representations or covenants for certain matters such as title to assets and intellectual property rights associated with the sale of products. We also have indemnification obligations to our officers and directors. The duration of these indemnifications varies, and in certain cases, is indefinite. In each of these circumstances, payment by us depends upon the other party making an adverse claim according to the procedures outlined in the particular agreement, which procedures generally allow us to challenge the other party’s claims. In certain instances, we may have recourse against third parties for payments that we make. We are unable to reasonably estimate the maximum potential amount of future payments under these or similar agreements due to the unique facts and circumstances of each agreement and the fact that certain indemnifications provide for no limitation to the maximum potential future payments under the indemnification. We have not recorded any liability for these indemnifications in the accompanying consolidated balance sheets; however, we accrue losses for any known contingent liability, including those that may arise from indemnification provisions, when the obligation is both probable and reasonably estimable. Litigation From time to time, we are involved in litigation in the ordinary course of our business, including claims or contingencies that may arise related to matters occurring prior to our acquisition of businesses, such as the matter described below. At the present time, primarily because the matters are generally in early stages, we can give no assurance as to the outcome of any pending litigation to which we are currently a party and we are unable to determine the ultimate resolution of or provide a reasonable estimate of the range of possible loss attributable to these matters or the effect they may have on us. However, we do not expect the outcome of such proceedings to have a material adverse effect on our results of operations or financial condition. We have and will continue to vigorously defend ourselves against these claims. On April 23, 2013 (prior to our acquisition of R.L. Polk & Co.), our CARFAX subsidiary (CARFAX) was served with a complaint filed in the U.S. District Court for the Southern District of New York, purportedly on behalf of certain auto and light truck dealers. The complaint alleges, among other things, that, in violation of antitrust laws, CARFAX entered into exclusive arrangements regarding the sale of CARFAX vehicle history reports with certain auto manufacturers and owners of two websites providing classified listings of used autos and light trucks. The complaint seeks three times the actual damages that a jury finds the plaintiffs have sustained, injunctive relief, costs and attorneys’ fees. On October 25, 2013, the plaintiffs served a second amended complaint with similar allegations purporting to name approximately 469 auto dealers as plaintiffs, and counsel for plaintiffs indicated that there may be additional claimants. On September 30, 2016, the District Court granted CARFAX's motion for summary judgment, dismissing all claims in the complaint. The plaintiffs filed their notice of appeal on October 28, 2016. On January 13, 2017, another group of auto and light truck dealers filed a complaint in the U.S. District Court for the Southern District of New York on substantially the same claims as described above. The complaint seeks three times the actual damages that a jury finds the plaintiffs have sustained, injunctive relief, costs, and attorneys’ fees. Between 2011 and 2016, we and other market participants responded to a civil investigation by the Competition Directorate General of the European Commission (EC) related to the credit default swaps information industry with a primary focus on the activities of certain major international investment banks, the International Swaps and Derivatives Association and IHS Markit. In July 2016, the EC formally adopted a set of commitments with us which constitute a full resolution of the investigation with respect to us without any finding of wrongdoing or monetary liability (Final Commitments). In the Final Commitments, we agreed to certain obligations regarding the governance and composition of the index advisory committees for our CDX and iTraxx CDS indices and the licensing of these indices for certain exchange-traded products. In May 2009, the Antitrust Division of the United States Department of Justice (DOJ) had initiated a similar civil investigation related to the credit default swaps information industry, for which we produced documents and participated in depositions conducted by the DOJ. In September 2016, the DOJ confirmed that it had closed its investigation. In October 2015, the Division of Enforcement of the SEC opened a non-public civil investigation related to certain of our current and former securitized product indices, and requested that we provide certain documents and information. We responded to these inquiries in late 2015 and early 2016, and, to the extent the SEC has further inquiries, will continue to cooperate in this matter. |
Common Stock and Earnings per S
Common Stock and Earnings per Share | 12 Months Ended |
Nov. 30, 2016 | |
Earnings Per Share [Abstract] | |
Common Stock and Earnings per Share | Common Shares and Earnings per Share Weighted average common shares outstanding for the years ended November 30, 2016 , 2015 , and 2014 , respectively, were calculated as follows (in millions): 2016 2015 2014 Weighted-average shares outstanding: Shares used in basic EPS calculation 309.2 243.4 242.4 Effect of dilutive securities: RSUs/RSAs 3.2 3.0 3.4 Stock options 3.9 — — Shares used in diluted EPS calculation 316.3 246.4 245.8 Share Repurchase Programs In June 2015, the IHS Board of Directors authorized the repurchase of up to $500 million of IHS' Class A common stock in open market purchases or through privately negotiated transactions in compliance with Rule 10b-18 under the Securities Exchange Act, subject to market conditions, applicable legal requirements and other relevant factors. During 2016, through the date of the Merger, we had repurchased approximately $75 million under this program. This program was terminated in conjunction with the completion of the Merger. In February 2016, the Markit Board of Directors authorized a share repurchase program of up to $500 million of Markit common shares through February 28, 2018. This authorization continued in effect after completion of the Merger. Under this $500 million share repurchase program, management was authorized to repurchase, at its discretion, IHS Markit common shares on the open market from time to time, in privately negotiated transactions, or through accelerated repurchase agreements, subject to the availability of common shares, share price, market conditions, alternative uses of capital, and applicable regulatory requirements. In August 2016, our Board of Directors modified this share repurchase program to terminate on September 29, 2016 and authorized a new share repurchase program of up to $1.5 billion of IHS Markit common shares from September 29, 2016 through November 30, 2017, to be funded using our existing cash, cash equivalents, marketable securities and future cash flows, or through the incurrence of short- or long-term indebtedness, at management's discretion. In January 2017, our Board of Directors increased the size of this repurchase program to up to $2.25 billion of IHS Markit common shares and extended its termination date to May 31, 2018. This new repurchase program does not obligate us to repurchase any set dollar amount or number of shares and may be modified, suspended, or terminated at any time without prior notice. Under the new repurchase program, we are authorized to repurchase our common shares on the open market from time to time, in privately negotiated transactions, or through accelerated repurchase agreements, subject to availability of common shares, price, market conditions, alternative uses of capital, and applicable regulatory requirements, at management’s discretion. As of November 30, 2016, we had $1.247 billion remaining available to repurchase under the program. In August 2016, our Board of Directors separately and additionally authorized, subject to applicable regulatory requirements, the repurchase of our common shares surrendered by employees in an amount equal to the exercise price, if applicable, and statutory tax liability associated with the vesting of their equity awards, for which we pay the statutory tax on behalf of the employee and forgo receipt of the exercise price of the award from the employee, if applicable. On December 7, 2015, Markit entered into an aggregate $200 million accelerated share repurchase (ASR) of issued and outstanding common shares. The ASR continued in effect after completion of the Merger. Upon execution of the ASR program in December 2015, Markit received an initial delivery of 5.1 million shares. At the completion of the program on November 30, 2016, we received an additional 1.1 million shares. In December 2016, we funded a $250 million ASR with a scheduled termination date in the first quarter of 2017. The total number of shares ultimately to be repurchased under the ASR will generally be based on the daily volume-weighted average price of the shares during the calculation period for the ASR, less an agreed discount. At final settlement of the ASR, we may be entitled to receive additional shares, or, under certain limited circumstances, be required to deliver shares to the relevant ASR counterparty. Employee Benefit Trust (EBT) Shares We have approximately 25.2 million outstanding common shares that are held by the Markit Group Holdings Limited Employee Benefit Trust. The trust is under our control using the variable interest entity model criteria; consequently, we have consolidated and classified the trust shares as treasury shares within our consolidated balance sheets. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) (Notes) | 12 Months Ended |
Nov. 30, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated other comprehensive income (loss) [Text Block] | Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive income (AOCI) consists of foreign currency translation adjustments, net pension and postretirement liability adjustments, and net gain (loss) on hedging activities. Each item is reported net of the related income tax effect. The following table summarizes the changes in AOCI by component (net of tax) for the year ended November 30, 2016 (in millions): Foreign currency translation Net pension and OPEB liability Unrealized losses on hedging activities Total Balance at November 30, 2013 $ (46.6 ) $ (8.2 ) $ (2.2 ) $ (57.0 ) Other comprehensive loss before reclassifications (37.0 ) (4.1 ) (8.4 ) (49.5 ) Reclassifications from AOCI to income — (1.3 ) 1.1 (0.2 ) Balance at November 30, 2014 $ (83.6 ) $ (13.6 ) $ (9.5 ) $ (106.7 ) Other comprehensive loss before reclassifications (79.9 ) (1.1 ) (5.7 ) (86.7 ) Reclassifications from AOCI to income — 1.6 0.6 2.2 Balance at November 30, 2015 $ (163.5 ) $ (13.1 ) $ (14.6 ) $ (191.2 ) Other comprehensive loss before reclassifications (250.4 ) (7.1 ) (1.8 ) (259.3 ) Reclassifications from AOCI to income — 5.8 5.9 11.7 Balance at November 30, 2016 $ (413.9 ) $ (14.4 ) $ (10.5 ) $ (438.8 ) Amounts reclassified from AOCI to income related to net pension and OPEB liability are recorded in net periodic pension and postretirement expense. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Nov. 30, 2016 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information Net cash provided by operating activities reflects cash payments for interest and income taxes as shown below, for the years ended November 30, 2016 , 2015 , and 2014 , respectively (in millions): 2016 2015 2014 Interest paid $ 103.0 $ 65.4 $ 45.4 Income tax payments, net $ 81.5 $ 11.5 $ 52.0 Interest paid during 2014, 2015, and 2016 increased primarily due to increased borrowings associated with acquisitions and share repurchase programs, as well as a higher effective interest rate due to an increased amount of fixed rate debt. Cash and cash equivalents amounting to approximately $138.9 million and $291.6 million reflected on the consolidated balance sheets at November 30, 2016 and 2015 , respectively, are maintained primarily in U.S. Dollars, British Pounds, and Euros, and were subject to fluctuations in the currency exchange rate. |
Segment Information
Segment Information | 12 Months Ended |
Nov. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | 19. Segment Information Our Chief Executive Officer is our CODM, and the CODM evaluates segment performance based primarily on revenue and segment Adjusted EBITDA, as described below. In addition, the CODM regularly reviews revenue by transaction type. The accounting policies of our segments are the same as those described in the summary of significant accounting policies (see Note 2). No single customer accounted for 10 percent or more of our total revenue for the years ended November 30, 2016 , 2015 , or 2014 . There are no material inter-segment revenues for any period presented. Our shared services function includes corporate transactions that are not allocated to the reportable segments, including net periodic pension and postretirement expense, as well as certain corporate functions such as investor relations, procurement, corporate development, and portions of finance, legal, and marketing. We evaluate segment operating performance at the Adjusted EBITDA level for each of our four segments. We define Adjusted EBITDA as net income before net interest, provision for income taxes, depreciation and amortization, stock-based compensation cost, restructuring charges, acquisition-related costs, exceptional litigation, net other gains and losses, pension mark-to-market and settlement expense, the impact of joint ventures and noncontrolling interests, and discontinued operations. Information about the operations of our four segments is set forth below (in millions). Year ended November 30, 2016 2015 2014 Revenue Resources $ 860.8 $ 884.6 $ 927.2 Transportation 892.8 758.4 662.6 CMS 532.2 541.3 490.0 Financial Services 449.0 — — Total revenue $ 2,734.8 $ 2,184.3 $ 2,079.8 Adjusted EBITDA Resources $ 367.8 $ 356.8 $ 370.9 Transportation 353.3 282.7 234.3 CMS 127.5 106.8 88.0 Financial Services 190.4 — — Shared services (51.3 ) (49.9 ) (59.0 ) Total Adjusted EBITDA $ 987.7 $ 696.4 $ 634.2 Reconciliation to the consolidated statements of operations: Interest income 1.3 0.9 1.0 Interest expense (119.4 ) (70.9 ) (55.4 ) Benefit (provision) for income taxes 5.1 (48.9 ) (45.1 ) Depreciation (114.8 ) (85.0 ) (65.0 ) Amortization related to acquired intangible assets (220.9 ) (130.1 ) (116.3 ) Stock-based compensation expense (203.9 ) (128.9 ) (159.3 ) Restructuring charges (22.8 ) (39.4 ) (8.8 ) Acquisition-related costs (161.2 ) (1.5 ) (1.9 ) Litigation charges related to class action suit (0.1 ) — — Loss on debt extinguishment (0.6 ) — (1.3 ) Impairment of assets — (1.2 ) — Gain (loss) on sale of assets 0.7 — (2.6 ) Pension mark-to-market and settlement expense (8.4 ) (2.5 ) (1.5 ) Share of joint venture results not attributable to Adjusted EBITDA (0.3 ) — — Adjusted EBITDA attributable to noncontrolling interest 1.2 — — Income from discontinued operations, net 9.2 51.3 16.5 Net income attributable to IHS Markit $ 152.8 $ 240.2 $ 194.5 Total assets by segment were as follows: Year ended November 30, 2016 2015 2014 Total Assets Resources $ 2,719.7 $ 2,238.1 $ 2,249.5 Transportation 2,721.3 2,310.9 2,237.7 CMS 726.4 835.1 784.9 Financial Services 7,769.2 — — Shared services — 193.4 — Total assets $ 13,936.6 $ 5,577.5 $ 5,272.1 The table below provides information about revenue and long-lived assets for the U.S., the U.K., and the rest of the world for 2016 , 2015 , and 2014 . Revenue by country is generally based on where the customer contract is signed. Long-lived assets include net property and equipment. 2016 2015 2014 (in millions) Revenue Long-lived assets Revenue Long-lived assets Revenue Long-lived assets U.S. $ 1,632.3 $ 324.9 $ 1,327.4 $ 272.9 $ 1,176.8 $ 254.0 U.K. 298.1 54.7 183.9 15.3 200.8 16.9 Rest of world 804.4 36.6 673.0 26.2 702.2 30.5 Total $ 2,734.8 $ 416.2 $ 2,184.3 $ 314.4 $ 2,079.8 $ 301.4 Revenue by transaction type was as follows: (in millions) 2016 2015 2014 Recurring fixed revenue $ 2,074.5 $ 1,768.5 $ 1,643.9 Recurring variable revenue 164.1 — — Non-recurring revenue 496.2 415.8 435.9 Total revenue $ 2,734.8 $ 2,184.3 $ 2,079.8 Activity in our goodwill account was as follows: (in millions) Resources Transportation CMS Financial Services Consolidated Total Balance at November 30, 2014 $ 1,552.3 $ 1,299.1 $ 305.9 $ — $ 3,157.3 Acquisitions 35.0 81.5 154.5 — 271.0 Adjustments to purchase price 2.4 (0.8 ) 4.5 — 6.1 Reclassification to assets held for sale — — (102.6 ) — (102.6 ) Foreign currency translation (21.2 ) (18.4 ) (4.7 ) — (44.3 ) Balance at November 30, 2015 1,568.5 1,361.4 357.6 — 3,287.5 Acquisitions 464.0 332.9 — 4,281.0 5,077.9 Adjustments to purchase price 0.1 0.7 (3.3 ) — (2.5 ) Foreign currency translation (28.6 ) (23.9 ) (5.1 ) (95.5 ) (153.1 ) Balance at November 30, 2016 $ 2,004.0 $ 1,671.1 $ 349.2 $ 4,185.5 $ 8,209.8 The reclassification adjustment in 2015 was related to the goodwill allocated to our OE&RM and GlobalSpec product groups, which were reclassified to discontinued operations, as further described in Note 11. |
Quarterly Results of Operations
Quarterly Results of Operations (Unaudited) | 12 Months Ended |
Nov. 30, 2016 | |
Selected Quarterly Financial Information [Abstract] | |
Quarterly Results of Operations (Unaudited) | Quarterly Results of Operations (Unaudited) The following table summarizes certain quarterly results of operations (in millions): Three Months Ended February 28 May 31 August 31 November 30 2016 Revenue $ 548.5 $ 587.9 $ 724.6 $ 873.8 Income (loss) from continuing operations attributable to IHS Markit Ltd. $ 41.4 $ 44.8 $ (30.7 ) $ 88.1 Income from discontinued operations 3.8 5.2 (1.0 ) 1.2 Net income (loss) attributable to IHS Markit Ltd. $ 45.2 $ 50.0 $ (31.7 ) $ 89.3 Basic earnings per share: Income (loss) from continuing operations attributable to IHS Markit Ltd. $ 0.17 $ 0.19 $ (0.09 ) $ 0.21 Income from discontinued operations 0.02 0.02 — — Net income (loss) attributable to IHS Markit Ltd. $ 0.19 $ 0.21 $ (0.09 ) $ 0.21 Diluted earnings per share: Income (loss) from continuing operations attributable to IHS Markit Ltd. $ 0.17 $ 0.19 $ (0.09 ) $ 0.20 Income from discontinued operations 0.02 0.02 — — Net income (loss) attributable to IHS Markit Ltd. $ 0.19 $ 0.21 $ (0.09 ) $ 0.21 2015 Revenue $ 513.7 $ 557.0 $ 557.9 $ 555.7 Income from continuing operations attributable to IHS Markit Ltd. $ 37.7 $ 46.8 $ 57.0 $ 47.4 Income from discontinued operations 1.7 4.2 2.3 43.1 Net income attributable to IHS Markit Ltd. $ 39.4 $ 51.0 $ 59.3 $ 90.5 Basic earnings per share: Income from continuing operations attributable to IHS Markit Ltd. $ 0.16 $ 0.19 $ 0.23 $ 0.20 Income from discontinued operations 0.01 0.02 0.01 0.18 Net income attributable to IHS Markit Ltd. $ 0.16 $ 0.21 $ 0.24 $ 0.37 Diluted earnings per share: Income from continuing operations attributable to IHS Markit Ltd. $ 0.15 $ 0.19 $ 0.23 $ 0.19 Income from discontinued operations 0.01 0.02 0.01 0.18 Net income attributable to IHS Markit Ltd. $ 0.16 $ 0.21 $ 0.24 $ 0.37 Fourth quarter 2016 weighted average shares outstanding were 416.6 million shares for basic earnings per share and 432.9 million shares for diluted earnings per share. The dilutive share count included a 6.2 million share dilutive impact from RSUs/RSAs and a 10.1 million share dilutive impact from stock options. Earnings per share data for each quarter of 2015 and for the first and second quarters of 2016 have been recalculated using the respective weighted average share amount for each quarter multiplied by the 3.5566 Merger exchange ratio. |
Significant Accounting Polici29
Significant Accounting Policies (Policies) | 12 Months Ended |
Nov. 30, 2016 | |
Accounting Policies [Abstract] | |
Fiscal Period, Policy [Policy Text Block] | Fiscal Year End Our fiscal year ends on November 30 of each year. References herein to individual years mean the year ended November 30. For example, 2016 means the year ended November 30, 2016 . |
Consolidation, Policy [Policy Text Block] | Consolidation Policy The consolidated financial statements include the accounts of all wholly owned and majority-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. In July 2014, legacy Markit acquired a controlling stake in Compliance Technologies International LLP. At the time of the acquisition, a back-to-back put/call option for the shares held by the noncontrolling interest was established, with the earliest exercise date being July 2017. Subsequent to the Merger, the put/call option has been accounted for as mezzanine equity, with current income or loss being recorded as an adjustment to the mezzanine equity balance and the mezzanine equity balance accreting value up to the earliest redemption date. The carrying value of the mezzanine equity approximates fair value. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires that we make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Significant estimates have been made in areas that include valuation of long-lived and intangible assets and goodwill, income taxes, pension accounting, allowance for doubtful accounts, and stock-based compensation. Actual results could differ from those estimates. |
Concentration Risk Disclosure [Text Block] | Concentration of Credit Risk We are exposed to credit risk associated with cash equivalents, foreign currency and interest rate derivatives, and trade receivables. We do not believe that our cash equivalents or investments present significant credit risks because the counterparties to the instruments consist of major financial institutions that are financially sound or have been capitalized by the U.S. government, and we manage the notional amount of contracts entered into with any counterparty. Substantially all trade receivable balances are unsecured. The concentration of credit risk with respect to trade receivables is limited by the large number of customers in our customer base and their dispersion across various industries and geographic areas. We perform ongoing credit evaluations of our customers and maintain an allowance for probable credit losses. The allowance is based upon management’s assessment of known credit risks as well as general industry and economic conditions. Specific accounts receivable are written off upon notification of bankruptcy or once the account is significantly past due and our collection efforts are unsuccessful. |
Segment Reporting, Policy [Policy Text Block] | Segments We periodically reassess our identification of operating segments. As a result of changes in our organizational structure in the fourth quarter of 2015, we changed our segments from a geographic view to a product category view. In 2016, as a result of the Merger, we created a new Financial Services segment, which consists entirely of the legacy Markit business. Consequently, our chief operating decision maker (CODM) reviews operating results at the Resources, Transportation, CMS, and Financial Services segment level when determining how to allocate resources and assess performance. . |
Fair Value Measurements, Policy [Policy Text Block] | Fair Value Measurements Fair value is determined based on the assumptions that market participants would use in pricing the asset or liability. We utilize the following fair value hierarchy in determining fair values: Level 1 – Quoted prices for identical assets or liabilities in active markets. Level 2 – Inputs other than quoted prices within Level 1 that are observable either directly or indirectly, including quoted prices in markets that are not active, quoted prices in active markets for similar assets or liabilities, and observable inputs other than quoted prices such as interest rates or yield curves. Level 3 – Unobservable inputs reflecting our view about the assumptions that market participants would use in pricing the asset or liability. Our cash, accounts receivable, and accounts payable are all short-term in nature; therefore, the carrying value of these items approximates their fair value. The carrying value of our debt instruments other than our senior notes approximate their fair value because of the variable interest rate associated with those instruments. The fair value of the senior notes is included in Note 8, and is measured using observable inputs in markets that are not active; consequently, we have classified the senior notes within Level 2 of the fair value hierarchy. Our derivatives, as further described in Note 7, are measured at fair value on a recurring basis by reference to similar transactions in active markets and observable inputs other than quoted prices; consequently, we have classified those financial instruments within Level 2 of the fair value hierarchy. Our pension plan assets, as further described in Note 13, are measured at fair value on a recurring basis by reference to similar assets in active markets and are therefore also classified within Level 2 of the fair value hierarchy. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition Revenue is recognized when all of the following criteria have been met: (a) persuasive evidence of an arrangement exists, (b) delivery has occurred or services have been rendered, (c) the price to the customer is fixed or determinable, and (d) collectibility is reasonably assured. The majority of our offerings are provided under recurring agreements containing standard terms and conditions. A significant proportion of our revenue is derived from these recurring revenue arrangements, which are initially deferred and then recognized ratably as delivered over the term of the agreement for annual contractual periods billed up front, or is billed and recognized on a monthly basis. For recurring revenue, the timing of our cash flows generally precedes the recognition of revenue and income due to the receipt of payment in advance of delivering our services. In recurring revenue arrangements that are based on volume usage, we recognize revenue in line with the usage in the period. Customers are invoiced on a monthly basis to reflect actual usage under these arrangements. Revenue is recognized upon delivery for non-recurring sales. In certain locations, we use dealers to distribute our product offerings. For recurring product offerings sold through dealers, revenue is recognized ratably as delivered to the end user over the term of the agreement. For non-recurring product offerings sold through dealers, revenue is recognized upon delivery to the dealer. We do not defer revenue for the limited number of recurring sales where we act as a sales agent for third parties and have no continuing responsibility to maintain and update the underlying database. We recognize this revenue on a net basis upon the sale of these products and delivery of the information and tools. Services We provide our customers with service offerings that are primarily sold on a stand-alone basis and on a significantly more limited basis as part of a multiple-element arrangement. Our service offerings are generally separately priced in a standard price book. For services that are not in a standard price book, as the price varies based on the nature and complexity of the service offering, pricing is based on the estimated amount of time to be incurred at standard billing rates for the estimated underlying effort for executing the associated deliverable in the contract. Revenue related to services performed under time-and-material-based contracts is recognized in the period performed at standard billing rates. Revenue associated with fixed-price contracts is recognized upon completion of each specified performance obligation. See discussion of “multiple-element arrangements” below. If the contract includes acceptance contingencies, revenue is recognized in the period in which we receive documentation of acceptance from the customer. Software In addition to meeting the standard revenue recognition criteria described above, revenue from software arrangements must also meet the requirement that vendor-specific objective evidence (“VSOE”) of the fair value of undelivered elements exists. As a significant portion of our software licenses are sold in multiple-element arrangements that include either maintenance or, in more limited circumstances, both maintenance and professional services, we use the residual method to determine the amount of license revenue to be recognized. Under the residual method, consideration is allocated to undelivered elements based upon VSOE of the fair value of those elements, with the residual of the arrangement fee allocated to and recognized as license revenue. We recognize license revenue upon delivery, with maintenance revenue recognized ratably over the maintenance period. Delivery for software sales is deemed to occur upon electronic shipment of the license key to the end user. We have established VSOE of the fair value of maintenance through independent maintenance renewals, which demonstrate a consistent relationship of pricing maintenance as a percentage of the discounted or undiscounted license list price. VSOE of the fair value of professional services is established based on daily rates when sold on a stand-alone basis. Multiple-element arrangements Occasionally, we may execute contracts with customers which contain multiple offerings. In our business, multiple-element arrangements refer to contracts with separate fees for subscription offerings, decision-support tools, maintenance, and/or related services. We have established separate units of accounting as each offering is primarily sold on a stand-alone basis. Using the relative selling price method, each element of the arrangement is allocated based generally on stand-alone sales of these products and services, which constitutes VSOE of selling price. We do not use any other factors, inputs, assumptions, or methods to determine an estimated selling price. We recognize the elements of the contract as follows: • Recurring offerings and license fees are recognized ratably over the license period as long as there is an associated licensing period or a future obligation. Otherwise, revenue is recognized upon delivery. • For non-recurring offerings of a multiple-element arrangement, the revenue is generally recognized for each element in the period in which delivery of the product to the customer occurs, completion of services occurs or, for post-contract support, ratably over the term of the maintenance period. • In some instances, customer acceptance is required for consulting services rendered. For those transactions, the service revenue component of the arrangement is recognized in the period that customer acceptance is obtained. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents We consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents are carried at cost, which approximates fair value. |
Deferred Charges, Policy [Policy Text Block] | Deferred Subscription Costs Deferred subscription costs represent royalties and certain dealer commissions associated with customer subscriptions. These costs are deferred and amortized to expense over the period of the subscriptions. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment is stated at cost. Depreciation is recorded using the straight-line method over the estimated useful lives of the assets as follows: Buildings and improvements 7 to 30 years Capitalized software 3 to 7 years Computers and office equipment 3 to 10 years Leasehold improvements are depreciated over the shorter of their estimated useful life or the life of the lease. Maintenance, repairs, and renewals of a minor nature are expensed as incurred. Betterments and major renewals which extend the useful lives of buildings, improvements, and equipment are capitalized. We also capitalize certain software development costs in accordance with ASC 350-40, "Accounting for Costs of Computer Software Developed or Obtained for Internal Use" and ASC 985-20, "Software to be Sold, Leased or Otherwise Marketed." We review the carrying amounts of long-lived assets such as property and equipment whenever current events or circumstances indicate their value may be impaired. A long-lived asset with a finite life is considered to be impaired if its carrying value exceeds the estimated future undiscounted cash flows to be derived from it. Any impairment is measured by the amount that the carrying value of such assets exceeds their fair value, primarily based on estimated discounted cash flows. Considerable management judgment is necessary to estimate the fair value of assets. Assets to be disposed of are carried at the lower of their financial statement carrying amount or fair value, less cost to sell. |
Lease, Policy [Policy Text Block] | Leases In certain circumstances, we enter into leases with free rent periods, tenant improvement allowances, and rent escalations over the term of the lease. In such cases, we calculate the total payments over the term of the lease and record them ratably as rent expense over that term. |
Goodwill and Intangible Assets, Policy [Policy Text Block] | Intangible Assets and Goodwill We account for our business acquisitions using the purchase method of accounting. We allocate the total cost of an acquisition to the underlying net assets based on their respective estimated fair values. As part of this allocation process, we must identify and attribute values and estimated lives to the intangible assets acquired. We evaluate our intangible assets and goodwill for impairment at least annually, as well as whenever events or changes in circumstances indicate that carrying amounts may not be recoverable. Impairments are expensed as incurred. Finite-lived intangible assets Identifiable intangible assets with finite lives are generally amortized on a straight-line basis over their respective lives, as follows: Information databases 3 to 15 years Customer relationships 6 to 25 years Developed technology 3 to 15 years Developed computer software 8 to 10 years Trademarks 2 to 15 years Other 1 to 8 years Indefinite-lived intangible assets When performing the impairment test for indefinite-lived intangible assets, we use both qualitative and quantitative analysis to determine whether we believe it is more likely than not that an asset has been impaired. If we believe an impairment has occurred, we then evaluate for impairment by comparing the amount by which the carrying value of the asset exceeds its fair value. An impairment charge is recognized if the asset’s estimated fair value is less than its carrying value. We estimate the fair value of trademarks based on the relief-from-royalty method using projected discounted future cash flows, which, in turn, are based on our views of uncertain variables such as growth rates, anticipated future economic conditions, and the appropriate discount rates relative to risk and estimates of residual values. The use of different estimates or assumptions within our discounted cash flow model when determining the fair value of our indefinite-lived intangible assets or using a methodology other than a discounted cash flow model could result in different values for our indefinite-lived intangible assets and could result in an impairment charge. Goodwill We test goodwill for impairment on a reporting unit level. A reporting unit is a group of businesses (i) for which discrete financial information is available and (ii) that have similar economic characteristics. We determined that we have five reporting units for 2016. We test goodwill for impairment by determining the fair value of each reporting unit and comparing it to the reporting unit's carrying value. We determine the fair value of our reporting units based on projected future discounted cash flows, which, in turn, are based on our views of uncertain variables such as growth rates, anticipated future economic conditions, and the appropriate discount rates relative to risk and estimates of residual values. There were no deficiencies in reporting unit fair values versus carrying values in the fiscal years ended November 30, 2016 , 2015 , and 2014 . |
Income Tax, Policy [Policy Text Block] | Income Taxes Deferred income taxes are provided using tax rates enacted for periods of expected reversal on all temporary differences. Temporary differences relate to differences between the book and tax basis of assets and liabilities, principally intangible assets, property and equipment, deferred revenue, pension and other postretirement benefits, accruals, and stock-based compensation. Valuation allowances are established to reduce deferred tax assets to the amount that will more likely than not be realized. To the extent that a determination is made to establish or adjust a valuation allowance, the expense or benefit is recorded in the period in which the determination is made. Judgment is required in determining the worldwide provision for income taxes. Additionally, the income tax provision is based on calculations and assumptions that are subject to examination by many different tax authorities and to changes in tax law and rates in many jurisdictions. We adjust our income tax provision in the period in which it becomes probable that actual results will differ from our estimates. |
Pension and Other Postretirement Plans, Policy [Policy Text Block] | Pension Accounting During the fourth quarter of each fiscal year (or upon any other remeasurement date), we immediately recognize net actuarial gains or losses in excess of a corridor in our operating results. The corridor amount is equivalent to 10 percent of the greater of the market-related value of plan assets or the plan's benefit obligation at the beginning of the year. We use the actual fair value of plan assets at the measurement date as the measure of the market-related value of plan assets. |
Stockholders' Equity, Policy [Policy Text Block] | Treasury Shares Treasury share purchases, whether through share withholdings for taxes or repurchase programs and transactions, are recorded at actual cost. Issuances from treasury shares are recorded using the weighted-average cost method. |
Earnings Per Share, Policy [Policy Text Block] | Earnings per Share Basic earnings per share (EPS) is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted EPS is computed using the weighted-average number of common shares and dilutive potential common shares outstanding during the period. Diluted EPS reflects the potential dilution that could occur if securities were exercised or converted into common shares. |
Advertising Costs, Policy [Policy Text Block] | Advertising Costs Production costs are expensed as of the first date that the advertisements take place. Advertising expense was approximately $50.8 million , $44.7 million , and $35.2 million for the years ended November 30, 2016 , 2015 , and 2014 , respectively, and was primarily comprised of advertising for CARFAX. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign Currency The functional currency of each of our foreign subsidiaries is typically such subsidiary’s local currency. Assets and liabilities are translated at period-end exchange rates. Income and expense items are translated at weighted-average rates of exchange prevailing during the year. Any translation adjustments are included in other comprehensive income. Transactions executed in currencies other than a subsidiary's functional currency (which result in exchange adjustments) are remeasured at spot rates and resulting foreign-exchange-transaction gains and losses are included in the results of operations. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation All stock-based awards are recognized in the income statement based on their grant date fair values. In addition, we estimate forfeitures at the grant date. Compensation expense is recognized based on the number of awards expected to vest. We adjust compensation expense in future periods if actual forfeitures differ from our estimates. Our forfeiture rate is based upon historical experience as well as anticipated employee turnover considering certain qualitative factors. We amortize the value of stock-based awards to expense over the vesting period on a straight-line basis. For awards with performance conditions, we evaluate the probability of the number of shares that are expected to vest, and compensation expense is then adjusted to reflect the number of shares expected to vest and the cumulative vesting period met to date. |
Description of New Accounting Pronouncements Not yet Adopted [Text Block] | Recent Accounting Pronouncements In April 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-08, which changes the criteria for determining which disposals can be presented as discontinued operations and modifies related disclosure requirements. The ASU is intended to reduce the frequency of disposals reported as discontinued operations by focusing on strategic shifts that have (or will have) a major effect on an entity’s operations and financial results. We adopted this ASU in the first quarter of 2016, and the adoption of the standard did not have any significant impact on our consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, which establishes a comprehensive new revenue recognition model designed to depict the transfer of goods or services to a customer in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. The ASU allows for the use of either the full or modified retrospective transition method. In March, April, and May 2016, the FASB issued ASU 2016-08, ASU 2016-10, and ASU 2016-12, respectively, which provide further revenue recognition guidance related to principal versus agent considerations, performance obligations and licensing, and narrow-scope improvements and practical expedients. All of these standards will be effective for us in the first quarter of our fiscal year 2019, although early adoption is permitted. We are continuing to evaluate the impact of these new standards on our consolidated financial statements, as well as which transition method we intend to use. In August 2014, the FASB issued ASU 2014-15, which requires that management evaluate the entity's ability to continue as a going concern within one year after the date that the financial statements are issued. Disclosure is required if there is substantial doubt about the entity's ability to continue as a going concern. The standard will be effective for us in the fourth quarter of our fiscal year 2017, although early adoption is permitted. We do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. In April 2015, the FASB issued ASU 2015-03, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. We early adopted the standard in the third quarter of 2016. As a result of the adoption, we have retrospectively reclassified approximately $23.7 million of debt issuance costs in the November 30, 2015 balance sheet from other current assets and other non-current assets to long-term debt. In April 2015, the FASB issued ASU 2015-05, which provides guidance about a customer's accounting for fees paid in cloud computing arrangements. If a cloud computing arrangement includes a software license, then the customer should account for the software license element consistent with the acquisition of other software licenses. If the arrangement does not contain a software license, the customer should account for the arrangement as a service contract. The standard will be effective for us in the first quarter of our fiscal year 2017. We will adopt this standard using the prospective transition method, and do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. In September 2015, the FASB issued ASU 2015-16, which requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The standard will be effective for us in the first quarter of our fiscal year 2017. We do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, which requires that lease assets and lease liabilities be recognized on the balance sheet, and that key information about leasing arrangements be disclosed. The ASU requires the use of a modified retrospective transition method. The standard will be effective for us in the first quarter of our fiscal 2020, although early adoption is permitted. We are currently evaluating the impact of this new standard on our consolidated financial statements. In March 2016, the FASB issued ASU 2016-05, which clarifies that a change in the counterparty to a derivative instrument that has been designated as the hedging instrument under Accounting Standards Codification (ASC) Topic 815 does not, in and of itself, require dedesignation of that hedging relationship provided that all other hedge accounting criteria continue to be met. We early adopted the standard in the third quarter of 2016 on a prospective basis. In March 2016, the FASB issued ASU 2016-09, which changes several aspects of the accounting for stock-based compensation, including income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. We have decided to early adopt the standard in the first quarter of our fiscal 2017, but don't expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, which clarifies how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The ASU should be applied using a retrospective transition method to each period presented. The standard will be effective for us in the first quarter of our fiscal 2019, although early adoption is permitted. We are currently evaluating the impact of this new standard on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, which clarifies the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The standard will be effective for us in the first quarter of our fiscal 2019. We do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, which removes Step 2 from the goodwill impairment test. The standard will be effective for us in the first quarter of our fiscal 2021, although early adoption is permitted. We do not expect that the adoption of this ASU will have a significant impact on our consolidated financial statements. |
Trade and Other Accounts Receivable, Policy [Policy Text Block] | We record an accounts receivable allowance when it is probable that the accounts receivable balance will not be collected. The amounts comprising the allowance are based upon management’s estimates and historical collection trends. |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustments [Table Text Block] | The pro forma net income excludes $70.0 million of one-time merger and transaction costs for the year ended November 30, 2016 . |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The following table summarizes the preliminary purchase price allocation, net of acquired cash, for these acquisitions (in millions): CARPROOF OPIS Markit Total Assets: Current assets $ 6.4 $ 13.8 $ 305.6 $ 325.8 Property and equipment 2.2 1.7 61.2 65.1 Intangible assets 168.3 200.3 3,288.8 3,657.4 Goodwill 330.0 464.6 4,281.0 5,075.6 Other long-term assets — — 10.5 10.5 Total assets 506.9 680.4 7,947.1 9,134.4 Liabilities: Current liabilities 2.7 3.2 250.8 256.7 Deferred revenue 0.2 24.8 230.8 255.8 Deferred taxes 44.5 — 693.7 738.2 Long-term debt — — 546.5 546.5 Other long-term liabilities 0.3 0.1 17.9 18.3 Noncontrolling interest — — 57.1 57.1 Total liabilities and noncontrolling interest 47.7 28.1 1,796.8 1,872.6 Purchase price, net of cash acquired $ 459.2 $ 652.3 $ 6,150.3 $ 7,261.8 Of the goodwill recorded for these acquisitions, approximately $739.9 million is tax deductible. During the year ended November 30, 2015 , we completed the following acquisitions, none of which were material either individually or in the aggregate: JOC Group Inc. (JOC Group). On December 9, 2014, we acquired JOC Group, a global supplier of U.S. seaborne trade intelligence. We acquired JOC Group in support of our strategy to build integrated workflow solutions that target critical industry and government needs relating to global trade. Infonetics Research, Inc. (Infonetics). On December 15, 2014, we acquired Infonetics, a provider of communications technology market intelligence. We acquired Infonetics to support our objective of providing customers with a global, end-to-end view of the information and communications technology supply chain. Rushmore Associates Limited (Rushmore Reviews). On February 3, 2015, we acquired Rushmore Reviews, a service provider for drilling and completions solutions in the oil and gas industry. We acquired Rushmore Reviews in order to complement our existing set of well information assets and expand them globally. Dataium. On March 25, 2015, we acquired Dataium, a U.S.-based company that provides business intelligence and analysis to the automotive industry. We acquired Dataium in order to enhance our automotive offerings with Dataium's compilation and analysis of online automotive shopping behavior and markets. Root Wireless, Inc. (RootMetrics). On April 17, 2015, we acquired RootMetrics, a provider of mobile network analytics. We acquired RootMetrics in order to strengthen our position in telecommunications analytics and market intelligence, particularly related to the mobile user experience. The following table summarizes the purchase price allocation, net of acquired cash, for all acquisitions completed in 2015 (in millions): Total Assets: Current assets $ 18.4 Property and equipment 1.9 Intangible assets 139.4 Goodwill 271.1 Other long-term assets 2.0 Total assets 432.8 Liabilities: Current liabilities 1.7 Deferred revenue 18.1 Deferred taxes 43.0 Other long-term liabilities 0.1 Total liabilities 62.9 Purchase price $ 369.9 During the year ended November 30, 2014, we completed the following acquisitions, none of which were material either individually or in the aggregate: Global Trade Information Services (GTI). On August 1, 2014, we acquired GTI, a leading provider of international merchandise trade data. We acquired GTI in order to support our strategy of building integrated workflow solutions that target industry needs related to global trade. PCI Acrylonitrile Limited (PCI Acrylonitrile). On August 28, 2014, we acquired PCI Acrylonitrile, a provider of information and analysis on the acrylonitrile propylene derivative product. We acquired PCI Acrylonitrile in order to strengthen our position in chemical market advisory services. DisplaySearch and Solarbuzz. On November 6, 2014, we acquired the DisplaySearch and Solarbuzz businesses of The NPD Group. DisplaySearch conducts global primary research in display technology and Solarbuzz provides market intelligence, research, and forecasting for the solar industry. We acquired these two businesses in order to strengthen our supply chain offerings for displays and to help us develop new offerings in the solar market. PacWest Consulting Partners (PacWest). On November 17, 2014, we acquired PacWest, a provider of information, market intelligence, and strategic analysis to the upstream unconventional oil and gas industry. We acquired PacWest in order to expand our presence in the hydraulic fracturing and related unconventional space. The following table summarizes the purchase price allocation, net of acquired cash, for these acquisitions (in millions): Total Assets: Current assets $ 6.6 Property and equipment 0.3 Intangible assets 88.5 Goodwill 130.3 Other long-term assets — Total assets 225.7 Liabilities: Current liabilities 0.6 Deferred revenue 14.3 Other long-term liabilities 0.4 Total liabilities 15.3 Purchase price $ 210.4 |
Business Combinations Pro Forma
Business Combinations Pro Forma Information (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |
Business Acquisition, Pro Forma Information [Table Text Block] | The following unaudited pro forma information has been prepared as if the Merger had been consummated at December 1, 2014. This information is presented for informational purposes only, and is not necessarily indicative of the operating results that would have occurred if the Merger had been consummated as of that date. This information should not be used as a predictive measure of our future financial position, results of operations, or liquidity. Year ended November 30, Supplemental pro forma financial information (unaudited) 2016 2015 (In millions) Total revenue $ 3,450.9 $ 3,297.7 Net income $ 291.9 $ 107.6 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Accounts Receivable Additional Disclosures [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | Our accounts receivable balance consists of the following as of November 30, 2016 and 2015 (in millions): 2016 2015 Accounts receivable $ 651.6 $ 368.4 Less: Accounts receivable allowance (16.0 ) (12.5 ) Accounts receivable, net $ 635.6 $ 355.9 |
Allowance for Credit Losses on Financing Receivables [Table Text Block] | The activity in our accounts receivable allowance consists of the following for the years ended November 30, 2016 , 2015 , and 2014 , respectively (in millions): 2016 2015 2014 Balance at beginning of year $ 12.5 $ 12.2 $ 11.0 Provision for bad debts 11.4 13.4 12.5 Other additions 2.4 2.4 1.0 Write-offs and other deductions (10.3 ) (15.5 ) (12.3 ) Balance at end of year $ 16.0 $ 12.5 $ 12.2 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment values [Table Text Block] | Property and equipment consists of the following as of November 30, 2016 and 2015 (in millions): 2016 2015 Land, buildings and improvements $ 155.5 $ 115.2 Capitalized software 553.6 374.8 Computers and office equipment 298.6 121.9 Property and equipment, gross 1,007.7 611.9 Less: Accumulated depreciation (591.5 ) (297.5 ) Property and equipment, net $ 416.2 $ 314.4 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill [Table Text Block] | The following table presents details of our acquired intangible assets, other than goodwill (in millions): As of November 30, 2016 As of November 30, 2015 Gross Accumulated Amortization Net Gross Accumulated Amortization Net Intangible assets subject to amortization: Information databases $ 768.0 $ (283.9 ) $ 484.1 $ 595.2 $ (233.7 ) $ 361.5 Customer relationships 2,910.6 (217.4 ) 2,693.2 540.5 (135.4 ) 405.1 Developed technology 755.4 (20.1 ) 735.3 — — — Developed computer software 84.9 (44.9 ) 40.0 84.9 (36.0 ) 48.9 Trademarks 400.9 (59.8 ) 341.1 166.3 (34.8 ) 131.5 Other 12.4 (7.5 ) 4.9 14.8 (5.7 ) 9.1 Total 4,932.2 (633.6 ) 4,298.6 1,401.7 (445.6 ) 956.1 Intangible assets not subject to amortization: Trademarks 53.2 — 53.2 58.6 — 58.6 Total intangible assets $ 4,985.4 $ (633.6 ) $ 4,351.8 $ 1,460.3 $ (445.6 ) $ 1,014.7 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Estimated future amortization expense related to intangible assets held as of November 30, 2016 is as follows (in millions): Year Amount 2017 $ 316.7 2018 $ 305.3 2019 $ 291.6 2020 $ 282.1 2021 $ 276.1 Thereafter $ 2,826.8 |
Derivatives (Tables)
Derivatives (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Notional Amounts of Outstanding Derivative Positions [Table Text Block] | The following table summarizes the notional amounts of these outstanding foreign currency forward contracts as of November 30, 2016 and 2015 (in millions): November 30, 2016 November 30, 2015 Notional amount of currency pair: Contracts to buy USD with CAD $ 37.2 $ — Contracts to buy CAD with USD C$ 6.7 C$ 9.3 Contracts to buy USD with EUR $ 8.8 $ 8.5 Contracts to buy EUR with USD € 13.0 € — Contracts to buy CHF with USD CHF 9.0 CHF 19.0 Contracts to buy GBP with EUR £ — £ 3.5 Contracts to buy EUR with GBP € 8.0 € — Contracts to buy GBP with USD £ 195.7 £ 7.2 Contracts to buy NOK with GBP NOK 57.0 NOK |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | The following table shows the classification, location, and fair value of our derivative instruments as of November 30, 2016 and 2015 (in millions): Fair Value of Derivative Instruments November 30, 2016 November 30, 2015 Balance Sheet Location Assets: Derivatives designated as accounting hedges: Foreign currency forwards $ 1.4 $ — Other current assets Derivatives not designated as accounting hedges: Foreign currency forwards 3.8 0.1 Other current assets Total $ 5.2 $ 0.1 Liabilities: Derivatives designated as accounting hedges: Interest rate swaps $ 18.0 $ 24.3 Other liabilities Foreign currency forwards 0.1 — Other accrued expenses Derivatives not designated as accounting hedges: Foreign currency forwards 0.6 0.4 Other accrued expenses Total $ 18.7 $ 24.7 |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) [Table Text Block] | The following table provides information about the cumulative amount of unrecognized hedge losses recorded in AOCI as of November 30, 2016 and November 30, 2015 , as well as the activity on our cash flow hedging instruments for the years ended November 30, 2016 , 2015 , and 2014 , respectively (in millions): Year ended November 30, 2016 2015 2014 Beginning balance $ (14.6 ) $ (9.5 ) $ (2.2 ) Amount of gain (loss) recognized in AOCI on derivative: Interest rate swaps (2.5 ) (6.5 ) (8.9 ) Foreign currency forwards 0.7 0.9 0.6 Amount of loss (gain) reclassified from AOCI into income: Interest rate swaps (1) 6.1 1.9 0.9 Foreign currency forwards (1) (0.2 ) (1.4 ) 0.1 Ending balance $ (10.5 ) $ (14.6 ) $ (9.5 ) (1) Amounts reclassified from AOCI into income related to interest rate swaps are recorded in interest expense, and amounts reclassified from AOCI into income related to foreign currency forwards are recorded in revenue. |
Derivative Instruments, Gain (Loss) [Table Text Block] | The net gain (loss) on foreign currency forwards that are not designated as hedging instruments for the years ended November 30, 2016 , 2015 , and 2014 , respectively, was as follows (in millions): Amount of (gain) loss recognized in the consolidated statements of operations Location on consolidated statements of operations 2016 2015 2014 Foreign currency forwards Other expense (income), net $ 4.2 $ 4.9 $ (6.3 ) The following table provides information about the cumulative amount of unrecognized hedge losses recorded in AOCI as of November 30, 2016 and November 30, 2015 , as well as the activity on our cash flow hedging instruments for the years ended November 30, 2016 , 2015 , and 2014 , respectively (in millions): Year ended November 30, 2016 2015 2014 Beginning balance $ (14.6 ) $ (9.5 ) $ (2.2 ) Amount of gain (loss) recognized in AOCI on derivative: Interest rate swaps (2.5 ) (6.5 ) (8.9 ) Foreign currency forwards 0.7 0.9 0.6 Amount of loss (gain) reclassified from AOCI into income: Interest rate swaps (1) 6.1 1.9 0.9 Foreign currency forwards (1) (0.2 ) (1.4 ) 0.1 Ending balance $ (10.5 ) $ (14.6 ) $ (9.5 ) (1) Amounts reclassified from AOCI into income related to interest rate swaps are recorded in interest expense, and amounts reclassified from AOCI into income related to foreign currency forwards are recorded in revenue. The unrecognized gains relating to the foreign currency forwards are expected to be reclassified into revenue within the next 12 months, and approximately $6.9 million of the $18.0 million unrecognized losses relating to the interest rate swaps are expected to be reclassified into interest expense within the next 12 months. |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Debt Instrument [Line Items] | |
Schedule of Debt [Table Text Block] | The following table summarizes total indebtedness as of November 30, 2016 and 2015 (in millions): November 30, 2016 November 30, 2015 2016 revolving facility $ 1,282.0 $ — 2016 term loan: Tranche A-1 647.8 — Tranche A-2 543.1 — 5% senior notes due 2022 750.0 750.0 Institutional senior notes: Series A 95.9 — Series B 53.8 — Share repurchase liability 43.4 — Debt issuance costs (38.3 ) (23.7 ) Capital leases 6.2 6.2 2014 revolving facility — 710.0 2013 term loan — 665.0 Total debt $ 3,383.9 $ 2,107.5 Current portion (104.6 ) (36.0 ) Total long-term debt $ 3,279.3 $ 2,071.5 |
Schedule of Maturities of Long-term Debt [Table Text Block] | Maturities of outstanding borrowings under the share repurchase liability, term loans, and notes as of November 30, 2016 are as follows (in millions): Year Amount 2017 $ 104.2 2018 75.4 2019 120.6 2020 120.6 2021 814.1 Thereafter 899.1 $ 2,134.0 |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring and Related Costs [Table Text Block] | The following table shows our restructuring activity and provides a reconciliation of the restructuring liability as of November 30, 2016 (in millions): Employee Severance and Other Termination Benefits Contract Termination Costs Other Total Balance at November 30, 2013 $ 2.6 $ 0.1 $ — $ 2.7 Add: Restructuring costs incurred 8.4 0.4 1.3 10.1 Revision to prior estimates (1.6 ) 0.3 — (1.3 ) Less: Amount paid (6.5 ) (0.7 ) (1.2 ) (8.4 ) Balance at November 30, 2014 2.9 0.1 0.1 3.1 Add: Restructuring costs incurred 32.2 7.4 1.4 41.0 Revision to prior estimates (1.6 ) — — (1.6 ) Less: Amount paid (25.0 ) (1.3 ) (1.4 ) (27.7 ) Balance at November 30, 2015 8.5 6.2 0.1 14.8 Add: Restructuring costs incurred 20.6 4.1 — 24.7 Revision to prior estimates (1.7 ) (0.2 ) — (1.9 ) Less: Amount paid (26.4 ) (4.1 ) — (30.5 ) Balance at November 30, 2016 $ 1.0 $ 6.0 $ 0.1 $ 7.1 |
Acquisition Related Costs (Tabl
Acquisition Related Costs (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Acquisition Related Costs [Abstract] | |
Acquisition Related Cost Reserve Rollforward [Table Text Block] | The following table provides a reconciliation of the acquisition-related costs accrued liability as of November 30, 2016 (in millions): Employee Severance and Other Termination Benefits Contract Termination Costs Other Total Balance at November 30, 2013 $ 5.8 $ 0.2 $ 0.1 $ 6.1 Add: Costs incurred 0.9 0.5 0.7 2.1 Revision to prior estimates (0.2 ) — — (0.2 ) Less: Amount paid (5.9 ) (0.6 ) (0.4 ) (6.9 ) Balance at November 30, 2014 $ 0.6 $ 0.1 $ 0.4 $ 1.1 Add: Costs incurred — 0.2 1.4 1.6 Revision to prior estimates — — — — Less: Amount paid (0.6 ) (0.2 ) (1.5 ) (2.3 ) Balance at November 30, 2015 $ — $ 0.1 $ 0.3 $ 0.4 Add: Costs incurred 43.6 7.9 109.9 161.4 Revision to prior estimates — — (0.2 ) (0.2 ) Less: Amount paid (18.9 ) 0.6 (93.3 ) (111.6 ) Balance at November 30, 2016 $ 24.7 $ 8.6 $ 16.7 $ 50.0 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures [Table Text Block] | Operating results for discontinued operations for the years ended November 30, 2016 , 2015 , and 2014 , respectively, were as follows (in millions): 2016 2015 2014 Revenue $ 53.5 $ 130.0 $ 151.0 Income from discontinued operations before income taxes $ 54.9 $ 15.9 $ 26.1 Tax (expense) benefit (45.7 ) 35.4 (9.5 ) Income from discontinued operations, net $ 9.2 $ 51.3 $ 16.6 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | The amounts of income from continuing operations before income taxes and equity in loss of equity method investee for the years ended November 30, 2016 , 2015 , and 2014 , respectively, is as follows (in millions): 2016 2015 2014 U.K. $ (55.4 ) $ 8.9 $ (7.6 ) U.S. (96.4 ) 26.1 (2.3 ) Foreign 294.1 202.8 233.0 Income from continuing operations before income taxes and equity in loss of equity method investee $ 142.3 $ 237.8 $ 223.1 |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | The provision for income tax expense (benefit) from continuing operations for the years ended November 30, 2016 , 2015 , and 2014 , respectively, is as follows (in millions): 2016 2015 2014 Current: U.K. $ (4.3 ) $ 4.2 $ 0.4 U.S. (32.0 ) (0.1 ) 21.2 Foreign 40.4 37.2 33.8 Total current 4.1 41.3 55.4 Deferred: U.K. (7.6 ) (2.9 ) (1.5 ) U.S. 4.4 12.9 (11.5 ) Foreign (6.0 ) (2.4 ) 2.7 Total deferred (9.2 ) 7.6 (10.3 ) Provision (benefit) for income taxes $ (5.1 ) $ 48.9 $ 45.1 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | The following table presents the reconciliation of the provision (benefit) for income taxes between the U.K. rate for 2016 and the U.S. tax rate for 2015 and 2014, respectively, and our effective tax rate (in millions): 2016 2015 2014 Statutory tax at U.K. rate (20%) $ 28.4 $ — $ — Statutory tax at U.S. rate (35%) — 83.2 78.1 Foreign rate differential (49.3 ) (45.9 ) (66.6 ) Tax law change (17.1 ) (2.4 ) (1.4 ) Valuation allowance 19.3 12.4 25.5 Transaction costs 13.5 — 0.3 Uncertain tax positions 7.3 0.1 — Other (7.2 ) 1.5 9.2 Provision (benefit) for income taxes $ (5.1 ) $ 48.9 $ 45.1 Effective tax rate expressed as a percentage of pre-tax earnings (3.6 )% 20.5 % 20.2 % |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | The significant components of deferred tax assets and liabilities as of November 30, 2016 and 2015 are as follows (in millions): 2016 2015 Deferred tax assets: Deferred stock-based compensation 135.0 45.7 Tax benefit from outside basis difference (1) — 42.4 Loss carryforwards 187.2 107.3 Other 67.5 67.3 Gross deferred tax assets 389.7 262.7 Valuation allowance (141.6 ) (78.8 ) Realizable deferred tax assets 248.1 183.9 Deferred tax liabilities: Partnership investments (74.2 ) — Fixed assets (69.4 ) (64.4 ) Intangibles (1,084.7 ) (372.4 ) Gross deferred tax liabilities (1,228.3 ) (436.8 ) Net deferred tax liability $ (980.2 ) $ (252.9 ) (1) As a result of meeting the discontinued operations criteria for GlobalSpec, we recognized the benefit of the related outside basis difference in 2015. This amount was realized in 2016 as part of the GlobalSpec sale. |
Summary of Income Tax Contingencies [Table Text Block] | A summary of the activities associated with our reserve for unrecognized tax benefits, interest, and penalties follows (in millions): Unrecognized Tax Benefits Interest and Penalties Balance at November 30, 2015 $ 1.7 $ 0.4 Additions: Current year tax positions 6.8 0.2 Prior year tax positions 0.8 0.1 Acquired unrecognized tax benefits 0.4 — Decreases: Lapse of statute of limitations (0.5 ) (0.1 ) Balance at November 30, 2016 $ 9.2 $ 0.6 |
Pensions and Post-retirement Be
Pensions and Post-retirement Benefits (Tables) | 12 Months Ended | |
Nov. 30, 2016 | Nov. 30, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Target and Actual Allocations [Table Text Block] | The following table compares target asset allocation percentages with actual asset allocations at the end of 2016: U.S. RIP Assets U.K. RIP Assets Target Allocations Actual Allocations Target Allocations Actual Allocations Fixed Income 75 % 72 % 45 % 47 % Equities 25 % 26 % 55 % 45 % Cash and Other — % 2 % — % 8 % | |
Schedule of Allocation of Plan Assets [Table Text Block] | Plan assets as of November 30, 2016 and 2015 were classified in the following categories (in millions): 2016 2015 Interest-bearing cash $ 5.7 $ 6.8 Collective trust funds: Fixed income funds 119.0 122.0 Equity funds 56.3 55.0 $ 181.0 $ 183.8 | |
Schedule of Expected Benefit Payments [Table Text Block] | The following table provides the expected benefit payments for our pension plans (in millions): Total 2017 $ 11.8 2018 $ 11.3 2019 $ 11.8 2020 $ 11.2 2021 $ 10.6 2022-2026 $ 57.9 | |
Schedule of Defined Benefit Plans Disclosures [Table Text Block] | The changes in the projected benefit obligation, plan assets and the funded status of the pension plans were as follows (in millions): 2016 2015 Change in projected benefit obligation: Net benefit obligation, beginning of year $ 201.9 $ 208.6 Service costs incurred 1.3 2.0 Interest costs on projected benefit obligation 8.5 8.3 Actuarial loss (gain) 14.2 (4.7 ) Gross benefits paid (11.3 ) (10.3 ) Foreign currency exchange rate change (9.2 ) (2.0 ) Net benefit obligation, end of year $ 205.4 $ 201.9 Change in plan assets: Fair value of plan assets, beginning of year $ 183.8 $ 189.1 Actual return on plan assets 12.2 1.6 Employer contributions 5.2 5.3 Gross benefits paid (11.3 ) (10.3 ) Foreign currency exchange rate change (8.9 ) (1.9 ) Fair value of plan assets, end of year $ 181.0 $ 183.8 Funded status (underfunded) $ (24.4 ) $ (18.1 ) Amounts in Accumulated Other Comprehensive Income not yet recognized as components of net periodic pension and postretirement expense, pretax Net actuarial loss 20.5 19.8 The net underfunded status of the plans is recorded in accrued pension and postretirement liability in the consolidated balance sheets. | |
Schedule of Net Benefit Costs [Table Text Block] | Our net periodic pension expense for the pension plans consisted of the following (in millions): Year Ended November 30, 2016 2015 2014 Service costs incurred $ 1.3 $ 2.0 $ 8.4 Interest costs on projected benefit obligation 8.5 8.3 8.4 Expected return on plan assets (8.5 ) (8.7 ) (8.3 ) Amortization of prior service credit — — (0.8 ) Curtailment gain — — (2.8 ) Fourth quarter expense recognition of actuarial loss in excess of corridor 8.3 2.5 1.0 Net periodic pension expense $ 9.6 $ 4.1 $ 5.9 | |
Schedule of Assumptions Used [Table Text Block] | Assumptions used in the actuarial calculation include the discount rate selected and disclosed at the end of the previous year as well as the expected rate of return on assets detailed in the table below, as of the years ended November 30, 2016 and 2015: U.S. RIP U.K. RIP 2016 2015 2016 2015 Weighted-average assumptions as of year-end Discount rate 4.20 % 4.50 % 2.80 % 3.60 % Expected long-term rate of return on assets 4.70 % 5.00 % 4.50 % 4.60 % |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Stock-based compensation expense for the years ended November 30, 2016 , 2015 , and 2014 , respectively, was as follows (in millions): 2016 2015 2014 Cost of revenue $ 32.2 $ 6.9 $ 8.5 Selling, general and administrative 171.7 122.0 150.8 Total stock-based compensation expense $ 203.9 $ 128.9 $ 159.3 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity [Table Text Block] | Shares Weighted- (in millions) Balance at November 30, 2015 8.7 $ 30.57 RSAs/RSUs assumed 3.2 $ 32.84 Granted 4.9 $ 31.72 Vested (4.4 ) $ 30.33 Forfeited (0.7 ) $ 32.16 Balance at November 30, 2016 11.7 $ 31.67 |
Share Based Compensation Income Tax Benefit [Table Text Block] | Total income tax benefits recognized for stock-based compensation arrangements were as follows (in millions): 2016 2015 2014 Income tax benefits $ 60.9 $ 37.3 $ 47.2 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Nov. 30, 2015 | |
Operating Leased Assets [Line Items] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Minimum rental commitments under non-cancelable operating leases in effect at November 30, 2016 , are as follows: Year Amount (in millions) 2017 $ 92.7 2018 83.7 2019 62.0 2020 51.7 2021 43.7 Thereafter 234.4 $ 568.2 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Number of Shares [Table Text Block] | Weighted average common shares outstanding for the years ended November 30, 2016 , 2015 , and 2014 , respectively, were calculated as follows (in millions): 2016 2015 2014 Weighted-average shares outstanding: Shares used in basic EPS calculation 309.2 243.4 242.4 Effect of dilutive securities: RSUs/RSAs 3.2 3.0 3.4 Stock options 3.9 — — Shares used in diluted EPS calculation 316.3 246.4 245.8 |
Accumulated Other Comprehensi45
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | The following table summarizes the changes in AOCI by component (net of tax) for the year ended November 30, 2016 (in millions): Foreign currency translation Net pension and OPEB liability Unrealized losses on hedging activities Total Balance at November 30, 2013 $ (46.6 ) $ (8.2 ) $ (2.2 ) $ (57.0 ) Other comprehensive loss before reclassifications (37.0 ) (4.1 ) (8.4 ) (49.5 ) Reclassifications from AOCI to income — (1.3 ) 1.1 (0.2 ) Balance at November 30, 2014 $ (83.6 ) $ (13.6 ) $ (9.5 ) $ (106.7 ) Other comprehensive loss before reclassifications (79.9 ) (1.1 ) (5.7 ) (86.7 ) Reclassifications from AOCI to income — 1.6 0.6 2.2 Balance at November 30, 2015 $ (163.5 ) $ (13.1 ) $ (14.6 ) $ (191.2 ) Other comprehensive loss before reclassifications (250.4 ) (7.1 ) (1.8 ) (259.3 ) Reclassifications from AOCI to income — 5.8 5.9 11.7 Balance at November 30, 2016 $ (413.9 ) $ (14.4 ) $ (10.5 ) $ (438.8 ) |
Supplemental Cash Flow Inform46
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block] | Net cash provided by operating activities reflects cash payments for interest and income taxes as shown below, for the years ended November 30, 2016 , 2015 , and 2014 , respectively (in millions): 2016 2015 2014 Interest paid $ 103.0 $ 65.4 $ 45.4 Income tax payments, net $ 81.5 $ 11.5 $ 52.0 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas [Table Text Block] | The table below provides information about revenue and long-lived assets for the U.S., the U.K., and the rest of the world for 2016 , 2015 , and 2014 . Revenue by country is generally based on where the customer contract is signed. Long-lived assets include net property and equipment. 2016 2015 2014 (in millions) Revenue Long-lived assets Revenue Long-lived assets Revenue Long-lived assets U.S. $ 1,632.3 $ 324.9 $ 1,327.4 $ 272.9 $ 1,176.8 $ 254.0 U.K. 298.1 54.7 183.9 15.3 200.8 16.9 Rest of world 804.4 36.6 673.0 26.2 702.2 30.5 Total $ 2,734.8 $ 416.2 $ 2,184.3 $ 314.4 $ 2,079.8 $ 301.4 |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Information about the operations of our four segments is set forth below (in millions). Year ended November 30, 2016 2015 2014 Revenue Resources $ 860.8 $ 884.6 $ 927.2 Transportation 892.8 758.4 662.6 CMS 532.2 541.3 490.0 Financial Services 449.0 — — Total revenue $ 2,734.8 $ 2,184.3 $ 2,079.8 Adjusted EBITDA Resources $ 367.8 $ 356.8 $ 370.9 Transportation 353.3 282.7 234.3 CMS 127.5 106.8 88.0 Financial Services 190.4 — — Shared services (51.3 ) (49.9 ) (59.0 ) Total Adjusted EBITDA $ 987.7 $ 696.4 $ 634.2 Reconciliation to the consolidated statements of operations: Interest income 1.3 0.9 1.0 Interest expense (119.4 ) (70.9 ) (55.4 ) Benefit (provision) for income taxes 5.1 (48.9 ) (45.1 ) Depreciation (114.8 ) (85.0 ) (65.0 ) Amortization related to acquired intangible assets (220.9 ) (130.1 ) (116.3 ) Stock-based compensation expense (203.9 ) (128.9 ) (159.3 ) Restructuring charges (22.8 ) (39.4 ) (8.8 ) Acquisition-related costs (161.2 ) (1.5 ) (1.9 ) Litigation charges related to class action suit (0.1 ) — — Loss on debt extinguishment (0.6 ) — (1.3 ) Impairment of assets — (1.2 ) — Gain (loss) on sale of assets 0.7 — (2.6 ) Pension mark-to-market and settlement expense (8.4 ) (2.5 ) (1.5 ) Share of joint venture results not attributable to Adjusted EBITDA (0.3 ) — — Adjusted EBITDA attributable to noncontrolling interest 1.2 — — Income from discontinued operations, net 9.2 51.3 16.5 Net income attributable to IHS Markit $ 152.8 $ 240.2 $ 194.5 Total assets by segment were as follows: Year ended November 30, 2016 2015 2014 Total Assets Resources $ 2,719.7 $ 2,238.1 $ 2,249.5 Transportation 2,721.3 2,310.9 2,237.7 CMS 726.4 835.1 784.9 Financial Services 7,769.2 — — Shared services — 193.4 — Total assets $ 13,936.6 $ 5,577.5 $ 5,272.1 |
Revenue from External Customers by Products and Services [Table Text Block] | Revenue by transaction type was as follows: (in millions) 2016 2015 2014 Recurring fixed revenue $ 2,074.5 $ 1,768.5 $ 1,643.9 Recurring variable revenue 164.1 — — Non-recurring revenue 496.2 415.8 435.9 Total revenue $ 2,734.8 $ 2,184.3 $ 2,079.8 |
Schedule of Goodwill [Table Text Block] | Activity in our goodwill account was as follows: (in millions) Resources Transportation CMS Financial Services Consolidated Total Balance at November 30, 2014 $ 1,552.3 $ 1,299.1 $ 305.9 $ — $ 3,157.3 Acquisitions 35.0 81.5 154.5 — 271.0 Adjustments to purchase price 2.4 (0.8 ) 4.5 — 6.1 Reclassification to assets held for sale — — (102.6 ) — (102.6 ) Foreign currency translation (21.2 ) (18.4 ) (4.7 ) — (44.3 ) Balance at November 30, 2015 1,568.5 1,361.4 357.6 — 3,287.5 Acquisitions 464.0 332.9 — 4,281.0 5,077.9 Adjustments to purchase price 0.1 0.7 (3.3 ) — (2.5 ) Foreign currency translation (28.6 ) (23.9 ) (5.1 ) (95.5 ) (153.1 ) Balance at November 30, 2016 $ 2,004.0 $ 1,671.1 $ 349.2 $ 4,185.5 $ 8,209.8 |
Quarterly Results of Operatio48
Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended |
Nov. 30, 2016 | |
Selected Quarterly Financial Information [Abstract] | |
Schedule of Quarterly Financial Information [Table Text Block] | The following table summarizes certain quarterly results of operations (in millions): Three Months Ended February 28 May 31 August 31 November 30 2016 Revenue $ 548.5 $ 587.9 $ 724.6 $ 873.8 Income (loss) from continuing operations attributable to IHS Markit Ltd. $ 41.4 $ 44.8 $ (30.7 ) $ 88.1 Income from discontinued operations 3.8 5.2 (1.0 ) 1.2 Net income (loss) attributable to IHS Markit Ltd. $ 45.2 $ 50.0 $ (31.7 ) $ 89.3 Basic earnings per share: Income (loss) from continuing operations attributable to IHS Markit Ltd. $ 0.17 $ 0.19 $ (0.09 ) $ 0.21 Income from discontinued operations 0.02 0.02 — — Net income (loss) attributable to IHS Markit Ltd. $ 0.19 $ 0.21 $ (0.09 ) $ 0.21 Diluted earnings per share: Income (loss) from continuing operations attributable to IHS Markit Ltd. $ 0.17 $ 0.19 $ (0.09 ) $ 0.20 Income from discontinued operations 0.02 0.02 — — Net income (loss) attributable to IHS Markit Ltd. $ 0.19 $ 0.21 $ (0.09 ) $ 0.21 2015 Revenue $ 513.7 $ 557.0 $ 557.9 $ 555.7 Income from continuing operations attributable to IHS Markit Ltd. $ 37.7 $ 46.8 $ 57.0 $ 47.4 Income from discontinued operations 1.7 4.2 2.3 43.1 Net income attributable to IHS Markit Ltd. $ 39.4 $ 51.0 $ 59.3 $ 90.5 Basic earnings per share: Income from continuing operations attributable to IHS Markit Ltd. $ 0.16 $ 0.19 $ 0.23 $ 0.20 Income from discontinued operations 0.01 0.02 0.01 0.18 Net income attributable to IHS Markit Ltd. $ 0.16 $ 0.21 $ 0.24 $ 0.37 Diluted earnings per share: Income from continuing operations attributable to IHS Markit Ltd. $ 0.15 $ 0.19 $ 0.23 $ 0.19 Income from discontinued operations 0.01 0.02 0.01 0.18 Net income attributable to IHS Markit Ltd. $ 0.16 $ 0.21 $ 0.24 $ 0.37 |
Nature of Business Level 4 (Det
Nature of Business Level 4 (Details) - USD ($) $ in Millions | Jul. 12, 2016 | Nov. 30, 2016 | Nov. 30, 2015 |
Business Acquisition [Line Items] | |||
Debt issuance costs | $ 38.3 | $ 23.7 | |
Markit acquisition [Member] | |||
Business Acquisition [Line Items] | |||
Merger share exchange ratio | 3.5566 |
Business Combinations (Details)
Business Combinations (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | Jul. 12, 2016 | Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 |
Business Acquisition [Line Items] | ||||
Purchase price, net of cash acquired | $ 7,261.8 | |||
Current assets | 325.8 | $ 18.4 | $ 6.6 | |
Property and equipment | 65.1 | 1.9 | 0.3 | |
Intangible assets | 3,657.4 | 139.4 | 88.5 | |
Goodwill | 5,075.6 | 271.1 | 130.3 | |
Other long-term assets | 10.5 | 2 | 0 | |
Total assets | 9,134.4 | 432.8 | 225.7 | |
Current liabilities | 256.7 | 1.7 | 0.6 | |
Deferred revenue | 255.8 | 18.1 | 14.3 | |
Deferred taxes | 738.2 | 43 | ||
Long-term debt | 546.5 | |||
Other long-term liabilities | 18.3 | 0.1 | 0.4 | |
Noncontrolling interest | 57.1 | |||
Total liabilities | 1,872.6 | 62.9 | 15.3 | |
Purchase price | 369.9 | $ 210.4 | ||
Expected tax deductible amount of goodwill | 739.9 | |||
Markit acquisition [Member] | ||||
Business Acquisition [Line Items] | ||||
Equity consideration transferred, number of shares | 179,790 | |||
Merger price per share | $ 32.70 | |||
Equity consideration transferred, value | $ 5,879.1 | |||
Additional consideration for stock compensation | 368.3 | |||
Total purchase consideration | 6,247.4 | |||
Cash acquired | 97.1 | |||
Purchase price, net of cash acquired | $ 6,150.3 | 6,150.3 | ||
Pro forma revenue | 3,450.9 | 3,297.7 | ||
Pro forma net income | 291.9 | $ 107.6 | ||
Revenue of acquiree since acquisition date | 449 | |||
Net income of acquiree since acquisition date | (37.7) | |||
Current assets | 305.6 | |||
Property and equipment | 61.2 | |||
Intangible assets | 3,288.8 | |||
Goodwill | 4,281 | |||
Other long-term assets | 10.5 | |||
Total assets | 7,947.1 | |||
Current liabilities | 250.8 | |||
Deferred revenue | 230.8 | |||
Deferred taxes | 693.7 | |||
Long-term debt | 546.5 | |||
Other long-term liabilities | 17.9 | |||
Noncontrolling interest | 57.1 | |||
Total liabilities | 1,796.8 | |||
CARPROOF acquisition [Member] | ||||
Business Acquisition [Line Items] | ||||
Purchase price, net of cash acquired | 459.2 | |||
Current assets | 6.4 | |||
Property and equipment | 2.2 | |||
Intangible assets | 168.3 | |||
Goodwill | 330 | |||
Other long-term assets | 0 | |||
Total assets | 506.9 | |||
Current liabilities | 2.7 | |||
Deferred revenue | 0.2 | |||
Deferred taxes | 44.5 | |||
Long-term debt | 0 | |||
Other long-term liabilities | 0.3 | |||
Noncontrolling interest | 0 | |||
Total liabilities | 47.7 | |||
OPIS acquisition [Member] | ||||
Business Acquisition [Line Items] | ||||
Purchase price, net of cash acquired | 652.3 | |||
Current assets | 13.8 | |||
Property and equipment | 1.7 | |||
Intangible assets | 200.3 | |||
Goodwill | 464.6 | |||
Other long-term assets | 0 | |||
Total assets | 680.4 | |||
Current liabilities | 3.2 | |||
Deferred revenue | 24.8 | |||
Deferred taxes | 0 | |||
Long-term debt | 0 | |||
Other long-term liabilities | 0.1 | |||
Noncontrolling interest | 0 | |||
Total liabilities | 28.1 | |||
Acquisition-related Costs [Member] | ||||
Business Acquisition [Line Items] | ||||
Pro forma net income | $ 70 |
Significant Accounting Polici51
Significant Accounting Policies (Details) | 12 Months Ended |
Nov. 30, 2016 | |
Minimum [Member] | Buildings and improvements | |
Property, Plant and Equipment [Line Items] | |
Property and Equipment, Useful Life | 7 years |
Minimum [Member] | Capitalized software | |
Property, Plant and Equipment [Line Items] | |
Property and Equipment, Useful Life | 3 years |
Minimum [Member] | Computers and office equipment | |
Property, Plant and Equipment [Line Items] | |
Property and Equipment, Useful Life | 3 years |
Minimum [Member] | Information databases | |
Property, Plant and Equipment [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 3 years |
Minimum [Member] | Customer relationships | |
Property, Plant and Equipment [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 6 years |
Minimum [Member] | Developed computer software | |
Property, Plant and Equipment [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 8 years |
Minimum [Member] | Trademarks | |
Property, Plant and Equipment [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 2 years |
Minimum [Member] | Other | |
Property, Plant and Equipment [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 1 year |
Maximum [Member] | Buildings and improvements | |
Property, Plant and Equipment [Line Items] | |
Property and Equipment, Useful Life | 30 years |
Maximum [Member] | Capitalized software | |
Property, Plant and Equipment [Line Items] | |
Property and Equipment, Useful Life | 7 years |
Maximum [Member] | Computers and office equipment | |
Property, Plant and Equipment [Line Items] | |
Property and Equipment, Useful Life | 10 years |
Maximum [Member] | Information databases | |
Property, Plant and Equipment [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 15 years |
Maximum [Member] | Customer relationships | |
Property, Plant and Equipment [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 25 years |
Maximum [Member] | Developed computer software | |
Property, Plant and Equipment [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 10 years |
Maximum [Member] | Trademarks | |
Property, Plant and Equipment [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 15 years |
Maximum [Member] | Other | |
Property, Plant and Equipment [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 8 years |
Developed technology | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 3 years |
Developed technology | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 15 years |
Significant Accounting Polici52
Significant Accounting Policies Textuals (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Marketing and Advertising Expense [Abstract] | |||
Advertising expense | $ 50.8 | $ 44.7 | $ 35.2 |
Debt issuance costs | 38.3 | 23.7 | |
Deferred income taxes | $ 14.8 | $ 6.6 |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) $ in Millions | Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | Nov. 30, 2013 |
Accounts Receivable Additional Disclosures [Abstract] | ||||
Accounts receivable | $ 651.6 | $ 368.4 | ||
Less: Accounts receivable allowance | (16) | (12.5) | $ (12.2) | $ (11) |
Accounts receivable, net | $ 635.6 | $ 355.9 |
Accounts Receivable Bad Debt Ro
Accounts Receivable Bad Debt Rollforward (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Financing Receivable, Allowance for Credit Losses [Roll Forward] | |||
Balance at beginning of year | $ 12.5 | $ 12.2 | $ 11 |
Provision for bad debts | 11.4 | 13.4 | 12.5 |
Other additions | 2.4 | 2.4 | 1 |
Write-offs and other deductions | (10.3) | (15.5) | (12.3) |
Balance at end of year | $ 16 | $ 12.5 | $ 12.2 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Property, Plant and Equipment [Abstract] | |||
Land, buildings and improvements | $ 155.5 | $ 115.2 | |
Capitalized software | 553.6 | 374.8 | |
Computers and office equipment | 298.6 | 121.9 | |
Property and equipment, gross | 1,007.7 | 611.9 | |
Less: Accumulated depreciation | (591.5) | (297.5) | |
Property and equipment, net | 416.2 | 314.4 | |
Depreciation expense | $ 114.8 | $ 85 | $ 65 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Acquired Intangible Assets [Line Items] | |||
Intangible asset amortization expense | $ 220.9 | $ 130.1 | $ 116.3 |
Finite-Lived Intangible Assets, Gross | 4,932.2 | 1,401.7 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (633.6) | (445.6) | |
Finite-Lived Intangible Assets, Net | 4,298.6 | 956.1 | |
Intangible Assets, Gross (Excluding Goodwill) | 4,985.4 | 1,460.3 | |
Intangible Assets, Net (Excluding Goodwill) | 4,351.8 | 1,014.7 | |
Information databases | |||
Acquired Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 768 | 595.2 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (283.9) | (233.7) | |
Finite-Lived Intangible Assets, Net | 484.1 | 361.5 | |
Customer relationships | |||
Acquired Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 2,910.6 | 540.5 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (217.4) | (135.4) | |
Finite-Lived Intangible Assets, Net | 2,693.2 | 405.1 | |
Developed technology | |||
Acquired Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 755.4 | 0 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (20.1) | 0 | |
Finite-Lived Intangible Assets, Net | 735.3 | 0 | |
Developed computer software | |||
Acquired Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 84.9 | 84.9 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (44.9) | (36) | |
Finite-Lived Intangible Assets, Net | 40 | 48.9 | |
Trademarks | |||
Acquired Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 400.9 | 166.3 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (59.8) | (34.8) | |
Finite-Lived Intangible Assets, Net | 341.1 | 131.5 | |
Indefinite-Lived Intangible Assets (Excluding Goodwill) | 53.2 | 58.6 | |
Other | |||
Acquired Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 12.4 | 14.8 | |
Finite-Lived Intangible Assets, Accumulated Amortization | (7.5) | (5.7) | |
Finite-Lived Intangible Assets, Net | $ 4.9 | $ 9.1 |
Intangible Assets Schedule of F
Intangible Assets Schedule of Future Amortization (Details) $ in Millions | Nov. 30, 2016USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
2,017 | $ 316.7 |
2,018 | 305.3 |
2,019 | 291.6 |
2,020 | 282.1 |
2,021 | 276.1 |
Thereafter | $ 2,826.8 |
Derivatives (Details)
Derivatives (Details) € in Millions, £ in Millions, SFr in Millions, CAD in Millions | 12 Months Ended | |||||||||||||
Nov. 30, 2016USD ($) | Nov. 30, 2015USD ($) | Nov. 30, 2014USD ($) | Nov. 30, 2016CAD | Nov. 30, 2016USD ($) | Nov. 30, 2016GBP (£) | Nov. 30, 2016EUR (€) | Nov. 30, 2016CHF (SFr) | Nov. 30, 2015CAD | Nov. 30, 2015USD ($) | Nov. 30, 2015GBP (£) | Nov. 30, 2015EUR (€) | Nov. 30, 2015CHF (SFr) | Nov. 30, 2013USD ($) | |
Derivatives, Fair Value [Line Items] | ||||||||||||||
Accumulated other comprehensive loss | $ (438,800,000) | $ (191,200,000) | ||||||||||||
Foreign Currency Cash Flow Hedge Asset at Fair Value | 1,400,000 | 0 | ||||||||||||
Foreign Currency Asset at Fair Value | 3,800,000 | 100,000 | ||||||||||||
(Gain) Loss on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | $ 4,200,000 | $ 4,900,000 | $ 6,300,000 | |||||||||||
Derivative Asset, Fair Value, Gross Asset | 5,200,000 | 100,000 | ||||||||||||
Interest Rate Cash Flow Hedge Liability at Fair Value | 18,000,000 | 24,300,000 | ||||||||||||
Foreign Currency Cash Flow Hedge Liability at Fair Value | 100,000 | 0 | ||||||||||||
Foreign Currency Liability at Fair Value | 600,000 | 400,000 | ||||||||||||
Derivative Liability, Fair Value, Gross Liability | 18,700,000 | 24,700,000 | ||||||||||||
Interest Rate Swap [Member] | ||||||||||||||
Derivatives, Fair Value [Line Items] | ||||||||||||||
Derivative, Notional Amount | $ 400,000,000 | |||||||||||||
Derivative, Average Fixed Interest Rate | 2.86% | 2.86% | 2.86% | 2.86% | 2.86% | |||||||||
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months | 6,900,000 | |||||||||||||
Amount of loss reclassified from AOCI into income | 6,100,000 | 1,900,000 | 900,000 | |||||||||||
Foreign currency forward cash flow hedge [Member] | ||||||||||||||
Derivatives, Fair Value [Line Items] | ||||||||||||||
Derivative, Notional Amount | $ 40,800,000 | 0 | ||||||||||||
Amount of loss reclassified from AOCI into income | 100,000 | |||||||||||||
Amount of gain reclassified from AOCI into income | 200,000 | 1,400,000 | ||||||||||||
Foreign currency forward contract to buy USD with CAD [Member] | ||||||||||||||
Derivatives, Fair Value [Line Items] | ||||||||||||||
Derivative, Notional Amount | 37,200,000 | 0 | ||||||||||||
Foreign currency forward contract to buy CAD with USD [Member] | ||||||||||||||
Derivatives, Fair Value [Line Items] | ||||||||||||||
Derivative, Notional Amount | CAD | CAD 6.7 | CAD 9.3 | ||||||||||||
Foreign currency forward contract to buy USD with EUR [Member] | ||||||||||||||
Derivatives, Fair Value [Line Items] | ||||||||||||||
Derivative, Notional Amount | 8,800,000 | 8,500,000 | ||||||||||||
Foreign currency forward contract to buy EUR with USD [Member] | ||||||||||||||
Derivatives, Fair Value [Line Items] | ||||||||||||||
Derivative, Notional Amount | € | € 13 | € 0 | ||||||||||||
Foreign currency forward contract to buy CHF with USD [Member] | ||||||||||||||
Derivatives, Fair Value [Line Items] | ||||||||||||||
Derivative, Notional Amount | SFr | SFr 9 | SFr 19 | ||||||||||||
Foreign currency forward contract to buy GBP with EUR [Member] | ||||||||||||||
Derivatives, Fair Value [Line Items] | ||||||||||||||
Derivative, Notional Amount | £ | £ 0 | £ 3.5 | ||||||||||||
Foreign currency forward contract to buy EUR with GBP [Member] | ||||||||||||||
Derivatives, Fair Value [Line Items] | ||||||||||||||
Derivative, Notional Amount | € | € 8 | € 0 | ||||||||||||
Foreign currency forward contract to buy GBP with USD [Member] | ||||||||||||||
Derivatives, Fair Value [Line Items] | ||||||||||||||
Derivative, Notional Amount | £ | 195.7 | £ 7.2 | ||||||||||||
Foreign currency forward contract to buy NOK with GBP [Member] | ||||||||||||||
Derivatives, Fair Value [Line Items] | ||||||||||||||
Derivative, Notional Amount | £ 57 | 0 | ||||||||||||
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | ||||||||||||||
Derivatives, Fair Value [Line Items] | ||||||||||||||
Accumulated other comprehensive loss | (9,500,000) | $ (10,500,000) | $ (14,600,000) | $ (2,200,000) | ||||||||||
Amount of loss reclassified from AOCI into income | $ 5,900,000 | $ 600,000 | $ 1,100,000 |
Derivatives Unrecognized hedgin
Derivatives Unrecognized hedging losses in AOCI (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Hedging activities in AOCI [Roll Forward] | |||
Beginning balance | $ (191.2) | ||
Amount of gain (loss) recognized in AOCI on derivative: | 4.1 | $ (5.1) | $ (7.3) |
Ending balance | (438.8) | (191.2) | |
Interest Rate Swap [Member] | |||
Hedging activities in AOCI [Roll Forward] | |||
Amount of gain (loss) recognized in AOCI on derivative: | (2.5) | (6.5) | (8.9) |
Amount of loss (gain) reclassified from AOCI into income: | 6.1 | 1.9 | 0.9 |
Foreign currency forward cash flow hedge [Member] | |||
Hedging activities in AOCI [Roll Forward] | |||
Amount of gain (loss) recognized in AOCI on derivative: | 0.7 | 0.9 | 0.6 |
Amount of loss (gain) reclassified from AOCI into income: | 0.1 | ||
Amount of gain reclassified from AOCI into income | 0.2 | 1.4 | |
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | |||
Hedging activities in AOCI [Roll Forward] | |||
Beginning balance | (14.6) | (9.5) | (2.2) |
Amount of gain (loss) recognized in AOCI on derivative: | (1.8) | (5.7) | (8.4) |
Amount of loss (gain) reclassified from AOCI into income: | 5.9 | 0.6 | 1.1 |
Ending balance | $ (10.5) | $ (14.6) | $ (9.5) |
Debt (Details)
Debt (Details) - USD ($) $ in Millions | 12 Months Ended | |||||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | Jan. 26, 2017 | Aug. 31, 2016 | Feb. 29, 2016 | |
Line of Credit Facility [Line Items] | ||||||
Debt Issuance Cost | $ 22.8 | $ 0 | $ 19 | |||
Gains (Losses) on Extinguishment of Debt | 0.6 | 0 | $ 1.3 | |||
Senior Notes | 750 | 750 | ||||
Debt Instrument, Repurchased Face Amount | 350 | |||||
Debt and Capital Lease Obligations | $ 3,383.9 | 2,107.5 | ||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 5.00% | |||||
Notes Payable, Fair Value Disclosure | $ 769.5 | |||||
Line of Credit Facility, Interest Rate at Period End | 1.94% | |||||
Long-term Debt | $ 2,134 | |||||
Long-term Debt, Weighted Average Interest Rate | 2.74% | |||||
Letters of Credit Outstanding, Amount | $ 1.4 | |||||
2,017 | 104.2 | |||||
2,018 | 75.4 | |||||
2,019 | 120.6 | |||||
2,020 | 120.6 | |||||
2,021 | 814.1 | |||||
Thereafter | 899.1 | |||||
Capital Lease Obligations | 6.2 | 6.2 | ||||
Long-term debt | 3,279.3 | 2,071.5 | ||||
Long-term Debt and Capital Lease Obligations, Current | (104.6) | (36) | ||||
Debt issuance costs | 38.3 | 23.7 | ||||
2016 term loan tranche A-1 [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Long-term Debt | 647.8 | 0 | ||||
2016 term loan tranche A-2 [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Long-term Debt | 543.1 | 0 | ||||
Institutional senior notes, Series A [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Senior Notes | $ 95.9 | 0 | ||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 3.73% | |||||
Institutional senior notes, Series B [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Senior Notes | $ 53.8 | 0 | ||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 4.05% | |||||
Share repurchase liability [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Long-term Debt, Weighted Average Interest Rate | 3.10% | |||||
Long-term Debt and Capital Lease Obligations, Current | $ (43.4) | 0 | ||||
2013 term loan tranche A-1 [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Long-term Debt | 0 | 665 | ||||
2016 term loan [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Long-term Debt | 1,191 | $ 1,206 | ||||
Institutional senior notes [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Senior Notes | 500 | |||||
Notes Payable, Fair Value Disclosure | $ 146.3 | |||||
2013 term loan tranche A-2 [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Long-term Debt | $ 550 | |||||
2013 term loan tranche A-2 [Member] | Minimum [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Line of Credit Facility, Interest Rate Description | LIBOR plus a spread of 1.00 percent | |||||
2013 term loan tranche A-2 [Member] | Maximum [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Line of Credit Facility, Interest Rate Description | LIBOR plus 2.00% | |||||
2016 revolving credit facility [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,900 | |||||
Line of Credit Facility, Amount Outstanding | $ 1,282 | 0 | ||||
2016 revolving credit facility [Member] | Minimum [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Line of Credit Facility, Interest Rate Description | LIBOR plus a spread of 1.00 percent | |||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage, Min | 0.13% | |||||
2016 revolving credit facility [Member] | Maximum [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Line of Credit Facility, Interest Rate Description | LIBOR plus 1.75% | |||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage, Min | 0.30% | |||||
2014 revolving credit facility [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,300 | |||||
Line of Credit Facility, Amount Outstanding | $ 0 | $ 710 | ||||
2014 revolving credit facility [Member] | Minimum [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage, Min | 0.13% | |||||
2014 revolving credit facility [Member] | Maximum [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage, Min | 0.30% | |||||
Letter of Credit [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 500 | |||||
Subsequent Event [Member] | 2017 term loan [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Long-term Debt | $ 500 |
Restructuring Charges (Details)
Restructuring Charges (Details) $ in Millions | 12 Months Ended | ||
Nov. 30, 2016USD ($)positions | Nov. 30, 2015USD ($)positions | Nov. 30, 2014USD ($)positions | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve, Current | $ 4.9 | ||
Restructuring charges | 22.8 | $ 39.4 | $ 8.8 |
Restructuring Reserve [Roll Forward] | |||
Balance | 14.8 | 3.1 | 2.7 |
Add: Restructuring costs incurred | 24.7 | 41 | 10.1 |
Revision to prior estimates | (1.9) | (1.6) | (1.3) |
Less: Amount paid | (30.5) | (27.7) | (8.4) |
Balance | $ 7.1 | $ 14.8 | $ 3.1 |
Restructuring and Related Cost, Number of Positions Eliminated | positions | 327 | 460 | 168 |
Employee Severance [Member] | |||
Restructuring Reserve [Roll Forward] | |||
Balance | $ 8.5 | $ 2.9 | $ 2.6 |
Add: Restructuring costs incurred | 20.6 | 32.2 | 8.4 |
Revision to prior estimates | (1.7) | (1.6) | (1.6) |
Less: Amount paid | (26.4) | (25) | (6.5) |
Balance | 1 | 8.5 | 2.9 |
Contract Termination [Member] | |||
Restructuring Reserve [Roll Forward] | |||
Balance | 6.2 | 0.1 | 0.1 |
Add: Restructuring costs incurred | 4.1 | 7.4 | 0.4 |
Revision to prior estimates | (0.2) | 0 | 0.3 |
Less: Amount paid | (4.1) | (1.3) | (0.7) |
Balance | 6 | 6.2 | 0.1 |
Other Restructuring Charges [Member] | |||
Restructuring Reserve [Roll Forward] | |||
Balance | 0.1 | 0.1 | 0 |
Add: Restructuring costs incurred | 0 | 1.4 | 1.3 |
Revision to prior estimates | 0 | 0 | 0 |
Less: Amount paid | 0 | (1.4) | (1.2) |
Balance | 0.1 | 0.1 | 0.1 |
Resources Segment [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 12.1 | 22.6 | 3.5 |
Restructuring Reserve [Roll Forward] | |||
Balance | 3.4 | ||
Transportation Segment [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 4.4 | 7.5 | 2.5 |
Restructuring Reserve [Roll Forward] | |||
Balance | 2.4 | ||
CMS Segment [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 6.3 | $ 9.3 | $ 2.8 |
Restructuring Reserve [Roll Forward] | |||
Balance | $ 1.3 |
Acquisition Related Costs (Deta
Acquisition Related Costs (Details) $ in Millions | 12 Months Ended | ||
Nov. 30, 2016USD ($)positions | Nov. 30, 2015USD ($) | Nov. 30, 2014USD ($) | |
Business Acquisition [Line Items] | |||
Acquisition Related Costs, number of positions eliminated | positions | 307 | ||
Acquisition-related costs | $ 161.2 | $ 1.5 | $ 1.9 |
Acquisition Related Cost Reserve [Roll Forward] | |||
Balance | 0.4 | 1.1 | 6.1 |
Add: Costs incurred | 161.4 | 1.6 | 2.1 |
Revision to prior estimates | (0.2) | 0 | (0.2) |
Less: Amount paid | (111.6) | (2.3) | (6.9) |
Balance | 50 | 0.4 | 1.1 |
Resources Segment [Member] | |||
Business Acquisition [Line Items] | |||
Acquisition-related costs | 3 | 0.9 | 0.8 |
Transportation Segment [Member] | |||
Business Acquisition [Line Items] | |||
Acquisition-related costs | 7.4 | 0.6 | |
CMS Segment [Member] | |||
Business Acquisition [Line Items] | |||
Acquisition-related costs | 2.8 | 0.5 | |
Shared Services [Member] | |||
Business Acquisition [Line Items] | |||
Acquisition-related costs | 78.4 | 0.6 | |
Financial Services Segment [Member] | |||
Business Acquisition [Line Items] | |||
Acquisition-related costs | 69.6 | ||
Synergy costs [Member] | |||
Business Acquisition [Line Items] | |||
Acquisition-related costs | 60 | ||
Advisory and banker fees [Member] | |||
Business Acquisition [Line Items] | |||
Acquisition-related costs | 90 | ||
Acquisition Related Employee Severance [Member] | |||
Acquisition Related Cost Reserve [Roll Forward] | |||
Balance | 0 | 0.6 | 5.8 |
Add: Costs incurred | 43.6 | 0 | 0.9 |
Revision to prior estimates | 0 | 0 | (0.2) |
Less: Amount paid | (18.9) | (0.6) | (5.9) |
Balance | 24.7 | 0 | 0.6 |
Acquisition Related Contract Termination [Member] | |||
Acquisition Related Cost Reserve [Roll Forward] | |||
Balance | 0.1 | 0.1 | 0.2 |
Add: Costs incurred | 7.9 | 0.2 | 0.5 |
Revision to prior estimates | 0 | 0 | 0 |
Less: Amount paid | 0.6 | (0.2) | (0.6) |
Balance | 8.6 | 0.1 | 0.1 |
Other Acquisition Related Costs [Member] | |||
Acquisition Related Cost Reserve [Roll Forward] | |||
Balance | 0.3 | 0.4 | 0.1 |
Add: Costs incurred | 109.9 | 1.4 | 0.7 |
Revision to prior estimates | (0.2) | 0 | 0 |
Less: Amount paid | (93.3) | (1.5) | (0.4) |
Balance | $ 16.7 | $ 0.3 | $ 0.4 |
Discontinued Operations (Detail
Discontinued Operations (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | May 30, 2016 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Current assets | $ 19.5 | $ 2.5 | ||
Property and equipment, net | 16.4 | 20.3 | ||
Intangible assets, net | 58.3 | 58.8 | ||
Goodwill | 99.2 | 103.3 | ||
Assets held for sale | $ 0 | 193.4 | 184.9 | |
Current liabilities | 1.3 | 0.6 | ||
Deferred revenue | 19.6 | 26.5 | ||
Deferred income taxes | 11.2 | 11.8 | ||
Liabilities held for sale | 0 | 32.1 | $ 38.9 | |
Revenue from discontinued operations | 53.5 | 130 | $ 151 | |
Income from discontinued operations before income taxes | 54.9 | 15.9 | 26.1 | |
Tax benefit (expense) | (45.7) | 35.4 | (9.5) | |
Income from discontinued operations, net | $ 9.2 | $ 51.3 | $ 16.6 |
Discontinued Operations Textual
Discontinued Operations Textuals (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Proceeds from sale of business | $ 190,900 | $ 0 | $ 0 |
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | 300 | ||
Tax benefit from outside basis difference | 0 | $ 42,400 | |
OERM and GlobalSpec [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Proceeds from sale of business | $ 190,200 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Tax Credit Carryforward [Line Items] | |||
Deferred Tax Liability Not Recognized, Outside Basis Difference of Foreign Subsidiaries | $ 3,700,000 | ||
Effective Income Tax Rate Reconciliation At UK Statutory Income Tax Rate, Amount | 28,400 | $ 0 | $ 0 |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Transaction Costs, Amount | 13,500 | 0 | 300 |
Income from continuing operations before income taxes and equity in loss of equity method investee | 142,300 | 237,800 | 223,100 |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Total current | 4,100 | 41,300 | 55,400 |
Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Total deferred | (9,200) | 7,600 | (10,300) |
Loss carryforwards gross | 621,500 | ||
Statutory U.S. federal income tax | 0 | 83,200 | 78,100 |
Foreign rate differential | (49,300) | (45,900) | (66,600) |
Tax rate change | (17,100) | (2,400) | (1,400) |
Valuation allowance | 19,300 | 12,400 | 25,500 |
Change in reserves | 7,300 | 100 | 0 |
Other | (7,200) | 1,500 | 9,200 |
Provision for income taxes | $ (5,100) | $ 48,900 | $ 45,100 |
Effective Income Tax Rate, Continuing Operations | (3.60%) | 20.50% | 20.20% |
Undistributed earnings of foreign subsidiaries | $ 873,800 | ||
Deferred tax assets: | |||
Deferred stock-based compensation | 135,000 | $ 45,700 | |
Tax benefit from outside basis difference | 0 | 42,400 | |
Loss carryforwards | 187,200 | 107,300 | |
Other | 67,500 | 67,300 | |
Gross deferred tax assets | 389,700 | 262,700 | |
Valuation allowance | (141,600) | (78,800) | |
Realizable deferred tax assets | 248,100 | 183,900 | |
Deferred tax liabilities: | |||
Deferred Tax Liabilities, Partnership Investments | (74,200) | 0 | |
Fixed assets | (69,400) | (64,400) | |
Intangibles | (1,084,700) | (372,400) | |
Gross deferred tax liabilities | (1,228,300) | (436,800) | |
Net deferred tax liability | (980,200) | (252,900) | |
Associated with interest | 600 | ||
Balance | 9,800 | ||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Amount of Unrecorded Benefit | 200 | ||
Unrecognized Tax Benefits, Period Increase (Decrease) | $ 62,800 | ||
Open Tax Year | 2,012 | ||
United Kingdom | |||
Tax Credit Carryforward [Line Items] | |||
Income from continuing operations before income taxes and equity in loss of equity method investee | $ (55,400) | 8,900 | $ (7,600) |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Total current | (4,300) | 4,200 | 400 |
Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Total deferred | (7,600) | (2,900) | (1,500) |
Foreign Tax Authority [Member] | |||
Tax Credit Carryforward [Line Items] | |||
Income from continuing operations before income taxes and equity in loss of equity method investee | 294,100 | 202,800 | 233,000 |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Total current | 40,400 | 37,200 | 33,800 |
Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Total deferred | (6,000) | (2,400) | 2,700 |
Operating Loss Carryforwards | 518,500 | ||
United States | |||
Tax Credit Carryforward [Line Items] | |||
Income from continuing operations before income taxes and equity in loss of equity method investee | (96,400) | 26,100 | (2,300) |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Total current | (32,000) | (100) | 21,200 |
Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Total deferred | 4,400 | 12,900 | $ (11,500) |
Operating Loss Carryforwards | $ 103,000 | ||
Deferred tax liabilities: | |||
Operating Loss Carryforwards, Expiration Dates | Nov. 30, 2018 | ||
Unrecognize tax benefit [Member] | |||
Deferred tax liabilities: | |||
Balance | $ 1,700 | ||
Current year tax positions | 6,800 | ||
Prior year tax positions | 800 | ||
Unrecognized Tax Benefits, Increase Resulting from Acquisition | 400 | ||
Lapse of statute of limitations | (500) | ||
Balance | 9,200 | 1,700 | |
Interest and penalties [Member] | |||
Deferred tax liabilities: | |||
Balance | 400 | ||
Current year tax positions | 200 | ||
Prior year tax positions | 100 | ||
Unrecognized Tax Benefits, Increase Resulting from Acquisition | 0 | ||
Lapse of statute of limitations | (100) | ||
Balance | 600 | $ 400 | |
Foreign Tax Credit [Member] | |||
Deferred tax liabilities: | |||
Tax Credit Carryforward, Amount | $ 8,800 | ||
Foreign Tax Credit [Member] | Maximum [Member] | |||
Deferred tax liabilities: | |||
Tax Credit Carryforward, Expiration Dates | Nov. 30, 2026 | ||
Foreign Tax Credit [Member] | Minimum [Member] | |||
Deferred tax liabilities: | |||
Tax Credit Carryforward, Expiration Dates | Dec. 1, 2023 | ||
Research Tax Credit Carryforward [Member] | |||
Deferred tax liabilities: | |||
Tax Credit Carryforward, Amount | $ 800 | ||
Tax Credit Carryforward, Expiration Dates | Nov. 30, 2036 |
Pensions and Post-retirement 66
Pensions and Post-retirement Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Benefit Obligation | $ (205,400) | $ (201,900) | $ (208,600) |
Service costs incurred | 1,300 | 2,000 | 8,400 |
Interest costs on projected benefit obligation | 8,500 | 8,300 | 8,400 |
Expected return on plan assets | (8,500) | (8,700) | (8,300) |
Amortization of prior service credit | 0 | 0 | (800) |
Curtailment gain | 0 | 0 | (2,800) |
Fourth quarter expense recognition of actuarial loss in excess of corridor | 8,300 | 2,500 | 1,000 |
Defined Benefit Plan, Actuarial Net (Gains) Losses | 14,200 | (4,700) | |
Defined Benefit Plan, Benefits Paid | (11,300) | (10,300) | |
Defined Benefit Plan, Foreign Currency Exchange Rate Changes, Plan Assets | (8,900) | (1,900) | |
Defined Benefit Plan, Foreign Currency Exchange Rate Changes, Benefit Obligation | (9,200) | (2,000) | |
Net periodic pension expense (income) | 9,600 | 4,100 | 5,900 |
2,017 | 11,800 | ||
2,018 | 11,300 | ||
2,019 | 11,800 | ||
2,020 | 11,200 | ||
2,021 | 10,600 | ||
2022-2026 | 57,900 | ||
Defined Benefit Plan, Fair Value of Plan Assets | 181,000 | 183,800 | 189,100 |
Defined Benefit Plan, Actual Return on Plan Assets | 12,200 | 1,600 | |
Defined Benefit Plan, Contributions by Employer | 5,200 | 5,300 | |
Defined Benefit Plan, Funded Status of Plan | (24,400) | (18,100) | |
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), Net Gains (Losses), before Tax | 20,500 | 19,800 | |
Fair Value, Inputs, Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 181,000 | 183,800 | |
Interest-bearing Deposits [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 5,700 | 6,800 | |
Equity Funds [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 56,300 | 55,000 | |
Fixed Income Funds [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Fair Value of Plan Assets | $ 119,000 | $ 122,000 | |
United States Pension Plans of US Entity, Defined Benefit [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate | 4.20% | 4.50% | |
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Expected Long-term Return on Assets | 4.70% | 5.00% | |
United States Pension Plans of US Entity, Defined Benefit [Member] | Equity Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Actual Plan Asset Allocations | 26.00% | ||
United States Pension Plans of US Entity, Defined Benefit [Member] | Fixed Income Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Actual Plan Asset Allocations | 72.00% | ||
Foreign Pension Plans, Defined Benefit [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate | 2.80% | 3.60% | |
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Expected Long-term Return on Assets | 4.50% | 4.60% | |
Foreign Pension Plans, Defined Benefit [Member] | Equity Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Actual Plan Asset Allocations | 45.00% | ||
Foreign Pension Plans, Defined Benefit [Member] | Fixed Income Funds [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Actual Plan Asset Allocations | 47.00% | ||
United States Postretirement Benefit Plans of US Entity, Defined Benefit [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Benefit Obligation | $ (8,800) | $ (8,700) | |
Net periodic pension expense (income) | $ 400 | $ 400 | $ 800 |
Stock-based Compensation (Detai
Stock-based Compensation (Details) - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | $ 203.9 | $ 128.9 | $ 159.3 |
Income tax benefits | 60.9 | 37.3 | 47.2 |
Cost of Revenue [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | 32.2 | 6.9 | 8.5 |
Selling general and administrative [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expense | $ 171.7 | $ 122 | $ 150.8 |
2014 Equity Plan [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Shares authorized | 22.4 | ||
Shares available for grant | 15.6 |
Pensions and Postretirement B68
Pensions and Postretirement Benefits Textuals (Details) - USD ($) $ in Millions | 12 Months Ended | |
Nov. 30, 2016 | Nov. 30, 2015 | |
Defined Benefit Plan, Contributions by Employer | $ 5.2 | $ 5.3 |
Defined Benefit Plan, Estimated Future Employer Contributions in Next Fiscal Year | $ 3 |
Stock-based Compensation Nonves
Stock-based Compensation Nonvested stock rollforward (Details) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended |
Nov. 30, 2016USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Balance, shares | shares | 8.7 |
Balance, grant date fair value | $ / shares | $ 30.57 |
Assumed equity awards other than options | shares | 3.2 |
Assumed equity awards other than options, weighted average grant date fair value | $ / shares | $ 32.84 |
Granted shares | shares | 4.9 |
Granted, grant date fair value | $ / shares | $ 31.72 |
Vested shares | shares | (4.4) |
Vested, grant date fair value | $ / shares | $ 30.33 |
Forfeited shares | shares | (0.7) |
Forfeited, grant date fair value | $ / shares | $ 32.16 |
Balance, shares | shares | 11.7 |
Balance, grant date fair value | $ / shares | $ 31.67 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Balance, options | shares | 0 |
Balance, weighted average exercise price | $ / shares | $ 0 |
Options assumed | shares | 46.4 |
Options assumed, weighted average exercise price | $ / shares | $ 24.62 |
Options granted, shares | shares | 0 |
Options granted, weighted average exercise price | $ / shares | $ 0 |
Option exercises, shares | shares | 6.4 |
Option exercises, weighted average exercise price | $ / shares | $ 22.90 |
Option forfeitures, shares | shares | 0.3 |
Option forfeitures, weighted average exercise price | $ / shares | $ 25.01 |
Balance, options | shares | 39.7 |
Balance, weighted average exercise price | $ / shares | $ 24.89 |
Options outstanding, weighted average remaining contractual term | 3 years |
Options outstanding, intrinsic value | $ | $ 438.5 |
Options outstanding, vested and expected to vest, shares | shares | 38.7 |
Options outstanding, vested and expected to vest, weighted average exercise price | $ / shares | $ 24.84 |
Options outstanding, vested and expected to vest, weighted average remaining contractual term | 3 years |
Options outstanding, vested and expected to vest, intrinsic value | $ | $ 429.3 |
Options outstanding, exercisable, shares | shares | 16.9 |
Options outstanding, exercisable, weighted average exercise price | $ / shares | $ 22.33 |
Options outstanding, exercisable, weighted average remaining contractual term | 1 year 11 months |
Options outstanding, exercisable, intrinsic value | $ | $ 229.8 |
Pensions and Postretirement B70
Pensions and Postretirement Benefits Defined Contribution Plan (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Defined Contribution Pension and Other Postretirement Plans Disclosure [Abstract] | |||
Defined Contribution Plan, Cost Recognized | $ 23.4 | $ 18.2 | $ 13.7 |
Stock-based Compensation Textua
Stock-based Compensation Textuals (Details) - USD ($) shares in Thousands | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation cost | $ 264,400,000 | ||
Unrecognized compensation cost, period for recognition | 2 years 3 months 10 days | ||
Capitalized stock-based compensation amount | $ 0 | $ 0 | $ 0 |
Fair value of awards vested | 134,100,000 | ||
Intrinsic value of options exercised | $ 85,000,000 | ||
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
RSU vesting period | 1 year | ||
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
RSU vesting period | 3 years | ||
2004 LTIP [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares authorized | 14,750 | ||
Shares available for grant | 5,200 |
Pensions and Postretirement B72
Pensions and Postretirement Benefits Investment Allocation (Details) | Nov. 30, 2016 |
other plan funds [Member] | United States Pension Plans of US Entity, Defined Benefit [Member] | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Defined Benefit Plan, Actual Plan Asset Allocations | 2.00% |
other plan funds [Member] | Foreign Pension Plans, Defined Benefit [Member] | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Defined Benefit Plan, Actual Plan Asset Allocations | 8.00% |
Equity Funds [Member] | United States Pension Plans of US Entity, Defined Benefit [Member] | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Defined Benefit Plan, Actual Plan Asset Allocations | 26.00% |
Equity Funds [Member] | Foreign Pension Plans, Defined Benefit [Member] | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Defined Benefit Plan, Actual Plan Asset Allocations | 45.00% |
Fixed Income Funds [Member] | United States Pension Plans of US Entity, Defined Benefit [Member] | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Defined Benefit Plan, Actual Plan Asset Allocations | 72.00% |
Fixed Income Funds [Member] | Foreign Pension Plans, Defined Benefit [Member] | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Defined Benefit Plan, Actual Plan Asset Allocations | 47.00% |
Pensions and Postretirement B73
Pensions and Postretirement Benefits Target and Actual Allocations (Details) | 12 Months Ended |
Nov. 30, 2016 | |
Fixed Income Funds [Member] | United States Pension Plans of US Entity, Defined Benefit [Member] | |
Defined Benefit Plan, Target Allocation Percentage | .75 |
Defined Benefit Plan, Actual Plan Asset Allocations | 72.00% |
Fixed Income Funds [Member] | Foreign Pension Plans, Defined Benefit [Member] | |
Defined Benefit Plan, Target Allocation Percentage | 0.45 |
Defined Benefit Plan, Actual Plan Asset Allocations | 47.00% |
Equity Funds [Member] | United States Pension Plans of US Entity, Defined Benefit [Member] | |
Defined Benefit Plan, Target Allocation Percentage | .25 |
Defined Benefit Plan, Actual Plan Asset Allocations | 26.00% |
Equity Funds [Member] | Foreign Pension Plans, Defined Benefit [Member] | |
Defined Benefit Plan, Target Allocation Percentage | 0.55 |
Defined Benefit Plan, Actual Plan Asset Allocations | 45.00% |
other plan funds [Member] | United States Pension Plans of US Entity, Defined Benefit [Member] | |
Defined Benefit Plan, Target Allocation Percentage | 0 |
Defined Benefit Plan, Actual Plan Asset Allocations | 2.00% |
other plan funds [Member] | Foreign Pension Plans, Defined Benefit [Member] | |
Defined Benefit Plan, Target Allocation Percentage | 0 |
Defined Benefit Plan, Actual Plan Asset Allocations | 8.00% |
Commitments and Contingencies74
Commitments and Contingencies (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |||
2,017 | $ 92.7 | ||
2,018 | 83.7 | ||
2,019 | 62 | ||
2,020 | 51.7 | ||
2,021 | 43.7 | ||
Thereafter | 234.4 | ||
Total | 568.2 | ||
Operating Leases, Rent Expense | 57.7 | $ 60.9 | $ 58.9 |
Letters of Credit Outstanding, Amount | $ 6.2 | $ 5.2 |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Nov. 30, 2016 | Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | Dec. 01, 2016 | |
Weighted Average Number of Shares Outstanding Reconciliation [Abstract] | |||||
Shares used in basic EPS calculation | 416,600,000 | 309,200,000 | 243,400,000 | 242,400,000 | |
Incremental Weighted Average Shares Attributable to Dilutive Effect [Abstract] | |||||
RSUs/RSAs | 6,200,000 | 3,200,000 | 3,000,000 | 3,400,000 | |
Stock options | 10,100,000 | 3,900,000 | 0 | 0 | |
Shares used in diluted EPS calculation | 432,900,000 | 316,300,000 | 246,400,000 | 245,800,000 | |
Repurchases of common shares, value | $ 570 | $ 200.4 | |||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 1,247 | $ 1,247 | |||
Shares held in employee trust, shares | 25,200,000 | 25,200,000 | |||
Stock repurchase program June 2015 [Member] | |||||
Incremental Weighted Average Shares Attributable to Dilutive Effect [Abstract] | |||||
Repurchases of common shares, value | $ 75 | ||||
Stock Repurchase Program, Authorized Amount | $ 500 | 500 | |||
Stock repurchase program February 2016 [Member] | |||||
Incremental Weighted Average Shares Attributable to Dilutive Effect [Abstract] | |||||
Stock Repurchase Program, Authorized Amount | 500 | 500 | |||
Stock repurchase program August 2016 [Member] | |||||
Incremental Weighted Average Shares Attributable to Dilutive Effect [Abstract] | |||||
Stock Repurchase Program, Authorized Amount | 1,500 | 1,500 | |||
Stock repurchase program January 2017 [Member] | |||||
Incremental Weighted Average Shares Attributable to Dilutive Effect [Abstract] | |||||
Stock Repurchase Program, Authorized Amount | 2,250 | $ 2,250 | |||
Accelerated share repurchase December 2015 [Member] | |||||
Incremental Weighted Average Shares Attributable to Dilutive Effect [Abstract] | |||||
Repurchases of common shares, shares | 1,100,000 | 5,100,000 | |||
Stock Repurchase Program, Authorized Amount | $ 200 | $ 200 | |||
Subsequent Event [Member] | Accelerated share repurchase December 2016 [Member] | |||||
Incremental Weighted Average Shares Attributable to Dilutive Effect [Abstract] | |||||
Stock Repurchase Program, Authorized Amount | $ 250 |
Accumulated Other Comprehensi76
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning balance | $ (191.2) | ||
Foreign currency translation adjustment | (250.4) | $ (79.9) | $ (37) |
Amount of gain (loss) recognized in AOCI on derivative: | 4.1 | (5.1) | (7.3) |
Ending balance | (438.8) | (191.2) | |
Accumulated Translation Adjustment [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning balance | (163.5) | (83.6) | (46.6) |
Foreign currency translation adjustment | (250.4) | (79.9) | (37) |
Reclassifications from AOCI to income, foreign currency translation | 0 | 0 | 0 |
Ending balance | (413.9) | (163.5) | (83.6) |
Accumulated Defined Benefit Plans Adjustment [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning balance | (13.1) | (13.6) | (8.2) |
Other comprehensive income (loss) before reclassifications, net pension and OPEB liability | (7.1) | (1.1) | (4.1) |
Reclassifications from AOCI to income, net pension and OPEB liability | 5.8 | 1.6 | (1.3) |
Ending balance | (14.4) | (13.1) | (13.6) |
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning balance | (14.6) | (9.5) | (2.2) |
Amount of gain (loss) recognized in AOCI on derivative: | (1.8) | (5.7) | (8.4) |
Amount of loss reclassified from AOCI into income | 5.9 | 0.6 | 1.1 |
Ending balance | (10.5) | (14.6) | (9.5) |
Accumulated Other Comprehensive Loss [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning balance | (191.2) | (106.7) | (57) |
Other comprehensive income (loss) before reclassifications | (259.3) | (86.7) | (49.5) |
Reclassifications from AOCI to income | 11.7 | 2.2 | (0.2) |
Ending balance | $ (438.8) | $ (191.2) | $ (106.7) |
Supplemental Cash Flow Inform77
Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Supplemental Cash Flow Information [Abstract] | |||
Cash and cash equivalents | $ 138.9 | $ 291.6 | $ 153.2 |
Interest paid | 103 | 65.4 | 45.4 |
Income tax payments, net | $ 81.5 | $ 11.5 | $ 52 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Nov. 30, 2016 | Aug. 31, 2016 | May 31, 2016 | Feb. 29, 2016 | Nov. 30, 2015 | Aug. 31, 2015 | May 31, 2015 | Feb. 28, 2015 | Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 873,800 | $ 724,600 | $ 587,900 | $ 548,500 | $ 555,700 | $ 557,900 | $ 557,000 | $ 513,700 | $ 2,734,800 | $ 2,184,300 | $ 2,079,800 |
Operating income | 260,400 | 307,800 | 277,500 | ||||||||
Assets | 13,936,600 | 5,577,500 | 13,936,600 | 5,577,500 | 5,272,100 | ||||||
Resources Segment [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 860,800 | 884,600 | 927,200 | ||||||||
Assets | 2,719,700 | 2,238,100 | 2,719,700 | 2,238,100 | 2,249,500 | ||||||
Transportation Segment [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 892,800 | 758,400 | 662,600 | ||||||||
Assets | 2,721,300 | 2,310,900 | 2,721,300 | 2,310,900 | 2,237,700 | ||||||
CMS Segment [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 532,200 | 541,300 | 490,000 | ||||||||
Assets | 726,400 | 835,100 | 726,400 | 835,100 | 784,900 | ||||||
Unallocated Amount to Segment [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 0 | ||||||||||
Financial Services Segment [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 449,000 | 0 | 0 | ||||||||
Assets | 7,769,200 | 0 | 7,769,200 | 0 | 0 | ||||||
Shared Services [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Assets | $ 0 | $ 193,400 | $ 0 | $ 193,400 | $ 0 |
Segment Information Revenue by
Segment Information Revenue by Transaction Type and Product Category (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Nov. 30, 2016 | Aug. 31, 2016 | May 31, 2016 | Feb. 29, 2016 | Nov. 30, 2015 | Aug. 31, 2015 | May 31, 2015 | Feb. 28, 2015 | Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Revenue from External Customer [Line Items] | |||||||||||
Adjusted EBITDA | $ 987.7 | $ 696.4 | $ 634.2 | ||||||||
Total revenue | $ 873.8 | $ 724.6 | $ 587.9 | $ 548.5 | $ 555.7 | $ 557.9 | $ 557 | $ 513.7 | 2,734.8 | 2,184.3 | 2,079.8 |
Interest income | 1.3 | 0.9 | 1 | ||||||||
Interest Expense | (119.4) | (70.9) | (55.4) | ||||||||
Income Tax Expense (Benefit) | 5.1 | (48.9) | (45.1) | ||||||||
Depreciation | (114.8) | (85) | (65) | ||||||||
Amortization of Intangible Assets | (220.9) | (130.1) | (116.3) | ||||||||
Allocated Share-based Compensation Expense | (203.9) | (128.9) | (159.3) | ||||||||
Restructuring Charges | (22.8) | (39.4) | (8.8) | ||||||||
Acquisition Related Costs | (161.2) | (1.5) | (1.9) | ||||||||
Litigation charges related to class action suit | (0.1) | 0 | 0 | ||||||||
Gain (Loss) on Extinguishment of Debt | (0.6) | 0 | (1.3) | ||||||||
Asset Impairment Charges | 0 | (1.2) | 0 | ||||||||
Gain (Loss) on Sale of Assets and Asset Impairment Charges | 0.7 | 0 | (2.6) | ||||||||
Pension Mark to Market and Settlement Expense | (8.4) | (2.5) | (1.5) | ||||||||
Share of joint venture results not attributable to Adjusted EBITDA | (0.3) | 0 | 0 | ||||||||
Adjusted EBITDA attributable to noncontrolling interest | 1.2 | 0 | 0 | ||||||||
Income from discontinued operations, net | 1.2 | (1) | 5.2 | 3.8 | 43.1 | 2.3 | 4.2 | 1.7 | 9.2 | 51.3 | 16.5 |
Net income attributable to IHS Markit Ltd. | $ 89.3 | $ (31.7) | $ 50 | $ 45.2 | $ 90.5 | $ 59.3 | $ 51 | $ 39.4 | 152.8 | 240.2 | 194.5 |
Recurring Fixed Revenue [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | 2,074.5 | 1,768.5 | |||||||||
Subscription Revenue [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | 1,643.9 | ||||||||||
Non-subscription Revenue [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | 435.9 | ||||||||||
Recurring Variable Revenue [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | 164.1 | 0 | 0 | ||||||||
Non-recurring Revenue [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Total revenue | 496.2 | 415.8 | |||||||||
Resources Segment [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Adjusted EBITDA | 367.8 | 356.8 | 370.9 | ||||||||
Total revenue | 860.8 | 884.6 | 927.2 | ||||||||
Restructuring Charges | (12.1) | (22.6) | (3.5) | ||||||||
Acquisition Related Costs | (3) | (0.9) | (0.8) | ||||||||
Transportation Segment [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Adjusted EBITDA | 353.3 | 282.7 | 234.3 | ||||||||
Total revenue | 892.8 | 758.4 | 662.6 | ||||||||
Restructuring Charges | (4.4) | (7.5) | (2.5) | ||||||||
Acquisition Related Costs | (7.4) | (0.6) | |||||||||
CMS Segment [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Adjusted EBITDA | 127.5 | 106.8 | 88 | ||||||||
Total revenue | 532.2 | 541.3 | 490 | ||||||||
Restructuring Charges | (6.3) | (9.3) | (2.8) | ||||||||
Acquisition Related Costs | (2.8) | (0.5) | |||||||||
Financial Services Segment [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Adjusted EBITDA | 190.4 | 0 | 0 | ||||||||
Total revenue | 449 | 0 | 0 | ||||||||
Acquisition Related Costs | (69.6) | ||||||||||
Corporate, Non-Segment [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Adjusted EBITDA | $ (51.3) | $ (49.9) | $ (59) |
Segment Information Textuals (D
Segment Information Textuals (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Nov. 30, 2016 | Aug. 31, 2016 | May 31, 2016 | Feb. 29, 2016 | Nov. 30, 2015 | Aug. 31, 2015 | May 31, 2015 | Feb. 28, 2015 | Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Revenue, Major Customer [Line Items] | |||||||||||
Segment Reporting, Disclosure of Major Customers | 0 | 0 | 0 | ||||||||
Revenue | $ 873,800 | $ 724,600 | $ 587,900 | $ 548,500 | $ 555,700 | $ 557,900 | $ 557,000 | $ 513,700 | $ 2,734,800 | $ 2,184,300 | $ 2,079,800 |
Unallocated Amount to Segment [Member] | |||||||||||
Revenue, Major Customer [Line Items] | |||||||||||
Revenue | $ 0 |
Segment Information Revenue and
Segment Information Revenue and Long-Lived Assets by Geography (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Nov. 30, 2016 | Aug. 31, 2016 | May 31, 2016 | Feb. 29, 2016 | Nov. 30, 2015 | Aug. 31, 2015 | May 31, 2015 | Feb. 28, 2015 | Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | $ 873.8 | $ 724.6 | $ 587.9 | $ 548.5 | $ 555.7 | $ 557.9 | $ 557 | $ 513.7 | $ 2,734.8 | $ 2,184.3 | $ 2,079.8 |
Long-Lived Assets | 416.2 | 314.4 | 416.2 | 314.4 | 301.4 | ||||||
United States | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 1,632.3 | 1,327.4 | 1,176.8 | ||||||||
Long-Lived Assets | 324.9 | 272.9 | 324.9 | 272.9 | 254 | ||||||
United Kingdom | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 298.1 | 183.9 | 200.8 | ||||||||
Long-Lived Assets | 54.7 | 15.3 | 54.7 | 15.3 | 16.9 | ||||||
Rest of world [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 804.4 | 673 | 702.2 | ||||||||
Long-Lived Assets | $ 36.6 | $ 26.2 | $ 36.6 | $ 26.2 | $ 30.5 |
Segment Information Goodwill Ac
Segment Information Goodwill Activity (Details) - USD ($) $ in Millions | 12 Months Ended | |
Nov. 30, 2016 | Nov. 30, 2015 | |
Segment Reporting, Other Significant Reconciling Item [Line Items] | ||
Beginning balance | $ 3,287.5 | $ 3,157.3 |
Goodwill, Acquired During Period | 5,077.9 | 271 |
Goodwill, Allocation Adjustment | (2.5) | 6.1 |
Goodwill, Transfers | (102.6) | |
Goodwill, Translation Adjustments | (153.1) | (44.3) |
Ending balance | 8,209.8 | 3,287.5 |
Resources Segment [Member] | ||
Segment Reporting, Other Significant Reconciling Item [Line Items] | ||
Beginning balance | 1,568.5 | 1,552.3 |
Goodwill, Acquired During Period | 464 | 35 |
Goodwill, Allocation Adjustment | 0.1 | 2.4 |
Goodwill, Transfers | 0 | |
Goodwill, Translation Adjustments | (28.6) | (21.2) |
Ending balance | 2,004 | 1,568.5 |
Transportation Segment [Member] | ||
Segment Reporting, Other Significant Reconciling Item [Line Items] | ||
Beginning balance | 1,361.4 | 1,299.1 |
Goodwill, Acquired During Period | 332.9 | 81.5 |
Goodwill, Allocation Adjustment | 0.7 | (0.8) |
Goodwill, Transfers | 0 | |
Goodwill, Translation Adjustments | (23.9) | (18.4) |
Ending balance | 1,671.1 | 1,361.4 |
CMS Segment [Member] | ||
Segment Reporting, Other Significant Reconciling Item [Line Items] | ||
Beginning balance | 357.6 | 305.9 |
Goodwill, Acquired During Period | 0 | 154.5 |
Goodwill, Allocation Adjustment | (3.3) | 4.5 |
Goodwill, Transfers | (102.6) | |
Goodwill, Translation Adjustments | (5.1) | (4.7) |
Ending balance | 349.2 | 357.6 |
Financial Services Segment [Member] | ||
Segment Reporting, Other Significant Reconciling Item [Line Items] | ||
Beginning balance | 0 | 0 |
Goodwill, Acquired During Period | 4,281 | 0 |
Goodwill, Allocation Adjustment | 0 | 0 |
Goodwill, Transfers | 0 | |
Goodwill, Translation Adjustments | (95.5) | 0 |
Ending balance | $ 4,185.5 | $ 0 |
Quarterly Results of Operatio83
Quarterly Results of Operations (Unaudited) (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Nov. 30, 2016 | Aug. 31, 2016 | May 31, 2016 | Feb. 29, 2016 | Nov. 30, 2015 | Aug. 31, 2015 | May 31, 2015 | Feb. 28, 2015 | Nov. 30, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Selected Quarterly Financial Information [Abstract] | |||||||||||
Weighted average shares used in computing basic earnings per share | 416.6 | 309.2 | 243.4 | 242.4 | |||||||
Revenue | $ 873.8 | $ 724.6 | $ 587.9 | $ 548.5 | $ 555.7 | $ 557.9 | $ 557 | $ 513.7 | $ 2,734.8 | $ 2,184.3 | $ 2,079.8 |
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | 88.1 | (30.7) | 44.8 | 41.4 | 47.4 | 57 | 46.8 | 37.7 | |||
Net income attributable to IHS Markit Ltd. | $ 89.3 | $ (31.7) | $ 50 | $ 45.2 | $ 90.5 | $ 59.3 | $ 51 | $ 39.4 | $ 152.8 | $ 240.2 | $ 194.5 |
Earnings per share: | |||||||||||
Earnings Per Share, Basic | $ 0.21 | $ (0.09) | $ 0.21 | $ 0.19 | $ 0.37 | $ 0.24 | $ 0.21 | $ 0.16 | $ 0.49 | $ 0.99 | $ 0.80 |
Earnings Per Share, Diluted | $ 0.21 | $ (0.09) | $ 0.21 | $ 0.19 | $ 0.37 | $ 0.24 | $ 0.21 | $ 0.16 | $ 0.48 | $ 0.97 | $ 0.79 |
Income from discontinued operations, net | $ 1.2 | $ (1) | $ 5.2 | $ 3.8 | $ 43.1 | $ 2.3 | $ 4.2 | $ 1.7 | $ 9.2 | $ 51.3 | $ 16.5 |
Income from continuing operations attributable to IHS Markit Ltd. | $ 0.21 | $ (0.09) | $ 0.19 | $ 0.17 | $ 0.20 | $ 0.23 | $ 0.19 | $ 0.16 | $ 0.46 | $ 0.78 | $ 0.73 |
Income from discontinued operations, net | 0 | 0 | 0.02 | 0.02 | 0.18 | 0.01 | 0.02 | 0.01 | 0.03 | 0.21 | 0.07 |
Income from continuing operations attributable to IHS Markit Ltd. | 0.20 | (0.09) | 0.19 | 0.17 | 0.19 | 0.23 | 0.19 | 0.15 | 0.45 | 0.77 | 0.72 |
Income from discontinued operations, net | $ 0 | $ 0 | $ 0.02 | $ 0.02 | $ 0.18 | $ 0.01 | $ 0.02 | $ 0.01 | $ 0.03 | $ 0.21 | $ 0.07 |
Weighted average shares used in computing diluted earnings per share | 432.9 | 316.3 | 246.4 | 245.8 | |||||||
RSUs/RSAs | 6.2 | 3.2 | 3 | 3.4 | |||||||
Stock options | 10.1 | 3.9 | 0 | 0 |